AGENDA REGULAR MEETING OF THE BOARD OF · PDF fileagenda regular meeting of the board of...
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AGENDA
REGULAR MEETING OF THE BOARD OF
DIRECTORS
SAN ANTONIO RIVER AUTHORITY
December 17, 2014, 2:00 p.m.*Estimated Presentation Time: 2.5 hours
GENERAL AND CEREMONIAL ITEMS: Estimated Presentation Time: 20 minutes
1. CALL TO ORDER BY THE CHAIR, MS. SALLY BUCHANAN
2. PLEDGE OF ALLEGIANCE
3. ROLL CALL BY THE SECRETARY, MR. HECTOR R. MORALES
BEXAR COUNTY:
Sally Buchanan, Chair
Lourdes Galvan
Jerry G. Gonzales
Michael W. Lackey, P. E.
Hector R. Morales, Secretary
Thomas G. Weaver
GOLIAD COUNTY:
Terry E. Baiamonte, Vice Chair
James Fuller
KARNES COUNTY:
Gaylon J. Oehlke, Treasurer
H. B. Ruckman III
WILSON COUNTY:
Darrell T. Brownlow, Ph.D.
John J. Flieller
*Represents the time staff anticipate that it will take to make presentations or give briefings; does not include an estimate
of the time required if consent items are pulled for individual presentation or for discussions generated by Board members.
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4. CERTIFICATION OF A QUORUM BY THE SECRETARY
5. INTRODUCTION OF VISITORS
6. CITIZENS TO BE HEARD
7. EMPLOYEE SERVICE RECOGNITIONS
8. SAN ANTONIO RIVER AUTHORITY BOARD OF DIRECTORS EXECUTIVE,
COMMUNICATIONS, FISCAL AND OPERATIONS COMMITTEE; AND BOARD
MEMBER CONFERENCE ATTENDANCE REPORTS
CONSENT AGENDA ITEMS:
9. APPROVAL OF THE MINUTES FOR THE REGULAR MEETING OF THE BOARD
OF DIRECTORS HELD ON NOVEMBER 19, 2014
10. AUTHORIZATION OF THE GENERAL MANAGER TO CONVEY A PERMANENT
EASEMENT CONSISTING OF APPROXIMATELY 2,196 SQUARE FEET AND A
TEMPORARY CONSTRUCTION EASEMENT CONSISTING OF
APPROXIMATELY 2,795 SQUARE FEET TO THE CITY OF CONVERSE ACROSS
THE SAN ANTONIO RIVER AUTHORITY'S SALATRILLO WASTEWATER
TREATMENT PLANT PROPERTY IN CONVERSE, BEXAR COUNTY, TEXAS,
AND A WAIVER OF THE LAND USE APPLICATION FEE AND EASEMENT
CONSIDERATION REQUIREMENTS IN THE SAN ANTONIO RIVER
AUTHORITY'S REAL ESTATE POLICY
INDIVIDUAL AGENDA ITEMS:
11. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING AN
AWARD OF A CONSTRUCTION CONTRACT FOR THE SAN ANTONIO RIVER
IMPROVEMENTS PROJECT - MUSEUM REACH - PARK SEGMENT
12. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING A
RESOLUTION AUTHORIZING THE ISSUANCE, SALE, AND DELIVERY OF
APPROXIMATELY $8,320,000 IN PRINCIPAL AMOUNT OF SAN ANTONIO
RIVER AUTHORITY CHANNEL IMPROVEMENT REVENUE REFUNDING
BONDS, SERIES 2015; APPROVING THE FORM AND AUTHORIZING THE
EXECUTION OF ALL INSTRUMENTS AND PROCEDURES RELATED THERETO
INCLUDING A DEPOSIT AGREEMENT, A PAYING AGENT/REGISTRAR
AGREEMENT, AND A PURCHASE AND INVESTMENT LETTER; AND CALLING
CERTAIN OF THE AUTHORITY'S OUTSTANDING CHANNEL IMPROVEMENT
REVENUE BONDS FOR REDEMPTION
13. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING
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13. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING
RESOLUTION R-1484 DECLARING APPROXIMATELY 15.919 ACRES OF LAND
AT THE MARTINEZ IV PROPERTY IN SAN ANTONIO, BEXAR COUNTY,
TEXAS, SURPLUS AND AUTHORIZING THE GENERAL MANAGER TO
EXCHANGE SUCH LAND FOR 86.524 ACRES OF LAND LOCATED AT THE BINZ
ENGELMAN DAM IN SAN ANTONIO, BEXAR COUNTY, TEXAS
14. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING
ORDINANCE O-1395 OF THE BOARD OF DIRECTORS OF THE SAN ANTONIO
RIVER AUTHORITY REGARDING THE CONSIDERATION OF THE USE OF
EMINENT DOMAIN TO CONDEMN PROPERTY AND DECLARING A PUBLIC
USE AND NECESSITY FOR THE ACQUISITION OF A STRIP OF LAND
APPROXIMATELY 1.0146 ACRES IN SIZE AND USED AS A ROAD ON CERTAIN
PARCELS OF LAND IN EASTERN BEXAR COUNTY, TEXAS, LOCATED WITHIN
COUNTY BLOCKS 5065 AND 5100 TO SOLIDIFY LAND RIGHTS TO THE
MARTINEZ II PLANT ACCESS ROAD AND AUTHORIZING ALL APPROPRIATE
ACTION BY THE GENERAL MANAGER, EMPLOYEES, AGENTS, AND
ATTORNEYS OF THE SAN ANTONIO RIVER AUTHORITY IN THE
INSTITUTION AND PROSECUTION OF EMINENT DOMAIN PROCEEDINGS TO
ACQUIRE SAID PROPERTY INTERESTS AND RELATED RIGHTS OF INGRESS
AND EGRESS THAT CANNOT BE ACQUIRED THROUGH NEGOTIATION;
RATIFYING AND CONFIRMING ALL ACTS AND PROCEEDINGS PREVIOUSLY
DONE OR INITIATED BY EMPLOYEES, AGENTS, AND ATTORNEYS OF THE
SAN ANTONIO RIVER AUTHORITY TO ACQUIRE SUCH PROPERTY
INTERESTS; AND AUTHORIZING SUCH OTHER LAWFUL ACTION
NECESSARY AND INCIDENTAL TO SUCH ACQUISITION OR EMINENT
DOMAIN PROCEEDINGS TO SURVEY, SPECIFY, DEFINE, AND SECURE THE
NECESSARY INTERESTS IN REAL PROPERTY
15. EXECUTIVE SESSION PURSUANT TO TEXAS GOVERNMENT CODE SECTION
551.071 FOR CONSULTATION WITH ATTORNEY REGARDING THE ARANSAS
PROJECT V. SHAW, ET. AL., CASE NO. 13-40317 IN THE UNITED STATES
COURT OF APPEALS FOR THE FIFTH CIRCUIT; GUADALUPE-BLANCO
RIVER AUTHORITY V. TEXAS ATTORNEY GENERAL, ET. AL., NO.
03-14-00393-CV IN THE THIRD COURT OF APPEALS, AUSTIN, TEXAS; AND
ARBITRATION NO. 70-441-Y-00195-14 WITH AUSTIN BRIDGE & ROAD, LP AND
HAYWARD BAKER, INC.
16. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING THE
ARANSAS PROJECT V. SHAW, ET. AL., CASE NO. 13-40317 IN THE UNITED
STATES COURT OF APPEALS FOR THE FIFTH CIRCUIT; AND
GUADALUPE-BLANCO RIVER AUTHORITY V. TEXAS ATTORNEY GENERAL,
ET. AL., NO. 03-14-00393-CV IN THE THIRD COURT OF APPEALS, AUSTIN,
TEXAS
17. STATUS REPORT ON THE SAN ANTONIO RIVER IMPROVEMENTS PROJECT
AND VARIOUS ACTIVE PROJECTS ALONG THE WESTSIDE CREEKS
18. GENERAL MANAGER'S REPORT CONCERNING THE FOLLOWING:
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18. GENERAL MANAGER'S REPORT CONCERNING THE FOLLOWING:
UPCOMING EVENTS CALENDAR;
FUTURE BOARD AND/OR COMMITTEE MEETINGS; AND
MEETINGS INVOLVING THE ATTENDANCE OF ONE OR MORE BOARD
MEMBERS
19. ITEMS FOR FUTURE CONSIDERATION
20. NEXT MEETING DATE
21. ADJOURN
Estimated Presentation Time: 2.5 Hours
SAN ANTONIO RIVER AUTHORITYGeneral Statements
This meeting is wheelchair accessible. Accessible parking is located at 100 E. Guenther Street. Requests for an interpreter for the hearing impaired must bereceived at least 48 hours prior to the meeting, or, to arrange for special assistance to attend this meeting, please call the Operator at 210-227-1373.
The Board of Directors of the San Antonio River Authority may discuss and/or take action on any item listed in this agenda while convened in open session.The Board of Directors of the San Antonio River Authority may also meet in Executive Session, pursuant to Section 551.071 of the Texas Government Code,to receive advice from legal counsel on any item listed in this agenda.
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Ceremonial Item #: 7.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Employee Service Recognitions
Submitted By: Laura Govea
Division: Human Resources Department: Human Resources
CAPTION
EMPLOYEE SERVICE RECOGNITIONS
Presenter
Sally Buchanan, Board Chair, and Suzanne B. Scott, General Manager
STELLA RENEE LUNA 15 YEARS
Stella Renee Luna was hired as Staff Secretary in the Engineering Department on December 20, 1999.
She was promoted to Administrative Technician II on July 2, 2001. One year later she advanced to
Administrative Assistant I and on July 1, 2004, she advanced to Administrative Assistant II. In January
2007, Renee transferred to the Parks Services Department. In 2013, the Parks Department merged with
the Watershed Operations Department and became the Watershed Park Operations Department. As the
Department’s Administrative Assistant, Renee is the glue that holds the entire Watershed Park Operations
team of 62 together! She takes on a lot of responsibilities in addition to her daily duties and the quality
and quantity of her work exceeds expectations. She takes great initiative and consistently works with the
reward and recognition committee to continuously improve the Department's recognition program. Renee
is responsive and pleasant to each person she speaks with including calls she receives from concerned
citizens. She works with members of the River Parks Coordination Council as well as members of the
San Juan Ditch Corporation as the minute taker. Renee is a team player, reliable, friendly and consistently
goes out of her way to help others. Congratulations, Renee, on 15 years of service!
Discussion
Attachments
No file(s) attached.
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Ceremonial Item #: 8.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Committee & Board Conference Reports
Submitted For: Suzanne B. Scott Submitted By: Linda Whitaker
Division: Executive Offices
CAPTION
SAN ANTONIO RIVER AUTHORITY BOARD OF DIRECTORS EXECUTIVE,
COMMUNICATIONS, FISCAL AND OPERATIONS COMMITTEE; AND BOARD MEMBER
CONFERENCE ATTENDANCE REPORTS
Presenter
Committee Chairs for each of the following meetings:
Operations Committee: Briefing by Committee Chairman Michael Lackey (Last meeting was held
on December 8, 2014, with short agenda attached.)
Board Member Conference Reports
No reports will need to be given for the following meeting:
Fiscal Committee: The December meeting was cancelled and a briefing by Mr. Oehlke has already
been given regarding the last meeting held on November 10, 2014. The next meeting is January 12,
2015.
Communications Committee: a briefing by Ms. Baiamonte has already been given regarding the
last meeting held on November 12, 2014. The next meeting is February 11, 2015, at 12:00 p.m.
Executive Committee: The December meeting was cancelled and a briefing by Ms. Buchanan has
already been given regarding the last meeting held on November 12, 2014. The next meeting is
January 14, 2015.
Discussion
Attachments
December 8, 2014, Operations Committee Meeting Agenda
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STATE OF TEXAS § NOTICE OF OPEN MEETING
COUNTIES OF BEXAR, § SAN ANTONIO RIVER AUTHORITY
WILSON, KARNES § BOARD OF DIRECTORS’ OPERATIONS
AND GOLIAD § COMMITTEE AND/OR BOARD OF DIRECTORS
TAKE NOTICE that a meeting of the Board of Directors’ Operations Committee and/or Board
of Directors of the SAN ANTONIO RIVER AUTHORITY will be held at 2:00 p.m. on Monday,
December 8, 2014, in the Boardroom of the San Antonio River Authority, 100 East Guenther
Street, San Antonio, Bexar County, Texas. The following subjects may be considered,
presented, discussed and acted upon at said meeting:
1. CALL TO ORDER
2. PLEDGE OF ALLEGIANCE
3. ROLL CALL
4. CERTIFICATION OF A QUORUM
5. INTRODUCTION OF VISITORS
6. CITIZENS TO BE HEARD
7. APPROVAL OF THE MINUTES OF THE BOARD OF DIRECTORS' OPERATIONS
COMMITTEE MEETING HELD ON NOVEMBER 10, 2014
8. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING
RESOLUTION R-1484 DECLARING APPROXIMATELY 15.919 ACRES OF LAND
AT THE MARTINEZ IV PROPERTY IN SAN ANTONIO, BEXAR COUNTY,
TEXAS, SURPLUS AND AUTHORIZING THE GENERAL MANAGER TO
EXCHANGE SUCH LAND FOR 86.524 ACRES OF LAND LOCATED AT THE
BINZ-ENGELMAN DAM IN SAN ANTONIO, BEXAR COUNTY, TEXAS
9. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING A
REQUEST FROM THE CITY OF CONVERSE FOR A PERMANENT EASEMENT
CONSISTING OF APPROXIMATELY 2,196 SQUARE FEET AND A TEMPORARY
CONSTRUCTION EASEMENT CONSISTING OF APPROXIMATELY 2,795
SQUARE FEET ACROSS THE SAN ANTONIO RIVER AUTHORITY'S
SALATRILLO WASTEWATER TREATMENT PLANT PROPERTY IN CONVERSE,
BEXAR COUNTY, TEXAS, AND A WAIVER OF THE LAND USE APPLICATION
FEE AND EASEMENT CONSIDERATION REQUIREMENTS IN THE SAN
ANTONIO RIVER AUTHORITY'S REAL ESTATE POLICY
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10. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING THE
CONSIDERATION OF THE USE OF EMINENT DOMAIN TO CONDEMN
PROPERTY AND ORDINANCE O-1395 DECLARING A PUBLIC USE AND
NECESSITY FOR THE ACQUISITION OF A STRIP OF LAND APPROXIMATELY
1.0146 ACRES IN SIZE AND USED AS A ROAD ON CERTAIN PARCELS OF
LAND IN EASTERN BEXAR COUNTY, TEXAS, LOCATED WITHIN COUNTY
BLOCKS 5065 AND 5100 TO SOLIDIFY LAND RIGHTS TO THE MARTINEZ II
PLANT ACCESS ROAD AND AUTHORIZING ALL APPROPRIATE ACTION BY
THE GENERAL MANAGER, EMPLOYEES, AGENTS, AND ATTORNEYS OF THE
SAN ANTONIO RIVER AUTHORITY IN THE INSTITUTION AND PROSECUTION
OF EMINENT DOMAIN PROCEEDINGS TO ACQUIRE SAID PROPERTY
INTERESTS AND RELATED RIGHTS OF INGRESS AND EGRESS THAT
CANNOT BE ACQUIRED THROUGH NEGOTIATION; RATIFYING AND
CONFIRMING ALL ACTS AND PROCEEDINGS PREVIOUSLY DONE OR
INITIATED BY EMPLOYEES, AGENTS, AND ATTORNEYS OF THE SAN
ANTONIO RIVER AUTHORITY TO ACQUIRE SUCH PROPERTY INTERESTS;
AND AUTHORIZING SUCH OTHER LAWFUL ACTION NECESSARY AND
INCIDENTAL TO SUCH ACQUISITION OR EMINENT DOMAIN PROCEEDINGS
TO SURVEY, SPECIFY, DEFINE, AND SECURE THE NECESSARY INTERESTS
IN REAL PROPERTY
11. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING AN
AWARD OF A CONSTRUCTION CONTRACT FOR THE SAN ANTONIO RIVER
IMPROVEMENTS PROJECT - MUSEUM REACH - PARK SEGMENT
12. REVIEW AND DISCUSSION OF CONSULTANT SELECTION ACTIVITIES
AND/OR CONSULTANT CONTRACT AUTHORIZATION, RENEWALS,
AMENDMENTS OR EXTENSIONS:
AWARD OF PROFESSIONAL SERVICES INDEFINITE DELIVERY
INDEFINITE QUANTITY CONTRACTS FOR CONSULTANT SERVICES TO
PROVIDE ENGINEERING SUPPORT WITH EXPERTISE IN THE AREAS
OF, BUT NOT LIMITED TO THE FOLLOWING GENERAL SERVICES:
UTILITIES, ELECTRICAL, STRUCTURAL, SURVEYING, PARKS AND
OTHERS AS NEEDED
13. STATUS REPORT ON THE SAN ANTONIO RIVER IMPROVEMENTS PROJECT
AND VARIOUS ACTIVE PROJECTS ALONG THE WESTSIDE CREEKS
14. GENERAL MANAGER'S REPORT CONCERNING THE FOLLOWING:
UPCOMING EVENTS CALENDAR;
FUTURE BOARD AND/OR COMMITTEE MEETINGS; AND
MEETINGS INVOLVING THE ATTENDANCE OF ONE OR MORE
BOARD MEMBERS
15. ITEMS FOR FUTURE CONSIDERATION
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16. NEXT MEETING DATE
17. ADJOURN
SAN ANTONIO RIVER AUTHORITY
General Statements
This meeting is wheelchair accessible. Accessible parking is located at 100 E. Guenther Street. Requests for an interpreter for
the hearing impaired must be received at least 48 hours prior to the meeting or, to arrange for special assistance to attend this
meeting, please call the Receptionist at 210-227-1373.
The Board of Directors’ Operations Committee of the San Antonio River Authority may discuss and/or take action on any item
listed in this notice while convened in open session. The Board of Directors’ Operations Committee of the San Antonio River
Authority may also meet in Executive Session, pursuant to Section 551.071 of the Texas Government Code, to receive advice
from legal counsel on any item listed in this notice.
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Consent Item #: 9.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Approval of the Minutes
Submitted For: Cindy Hernandez Submitted By: Linda Whitaker
Division: Executive Offices
CAPTION
APPROVAL OF THE MINUTES FOR THE REGULAR MEETING OF THE BOARD OF
DIRECTORS HELD ON NOVEMBER 19, 2014
Presenter
Ms. Buchanan, Board Chair
Recommendation
Motion to approve the minutes of the Regular Meeting of the Board of Directors held on November 19,
2014, as presented.
Vote
Attachments
November 19, 2014, Regular Meeting Minutes
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MINUTES
REGULAR MEETING OF THE BOARD OF
DIRECTORS
SAN ANTONIO RIVER AUTHORITY
November 19, 2014, 2:00 p.m.
GENERAL AND CEREMONIAL ITEMS:
1. CALL TO ORDER WAS MADE BY THE CHAIR, MS. SALLY BUCHANAN AT 2:00 P.M.
2. PLEDGE OF ALLEGIANCE WAS RECITED
3. ROLL CALL BY THE VICE-CHAIR, TERRY E. BAIAMONTE
BEXAR COUNTY:
Sally Buchanan, Chair
Lourdes Galvan
Jerry G. Gonzales
Michael W. Lackey, P. E.
Hector R. Morales, Secretary
Thomas G. Weaver
GOLIAD COUNTY:
Terry E. Baiamonte, Vice Chair
James Fuller
KARNES COUNTY:
Gaylon J. Oehlke, Treasurer
H. B. Ruckman III
WILSON COUNTY:
Darrell T. Brownlow, Ph.D.
John J. Flieller
DRAFT
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4. CERTIFICATION OF A QUORUM WAS MADE BY MS. BAIAMONTE
5. INTRODUCTION OF VISITORS
Ms. Hernandez announced the visitors who were present in the audience.
6. CITIZENS TO BE HEARD
Ms. Hernandez reported that there were no citizens to be heard.
7. EMPLOYEE SERVICE RECOGNITIONS
Ms. Buchanan and General Manager Scott awarded service recognitions to Wesley Pawlik
and Matthew Driffill each for their five years of service, Georgia Snodgrass and Laura Govea
each for their ten years of service, Claude Harding for his fifteen years of service, and Ernest
Moran for his 30 years of service.
8. SAN ANTONIO RIVER AUTHORITY BOARD OF DIRECTORS EXECUTIVE,
COMMUNICATIONS, FISCAL AND OPERATIONS COMMITTEE; AND BOARD
MEMBER CONFERENCE ATTENDANCE REPORTS
Fiscal Committee: Briefing by Committee Chairman Gaylon Oehlke (Last meeting
was held on November 10, 2014)
Operations Committee: Briefing by Committee Chairman Michael Lackey (Last
meeting was held on November 10, 2014)
Communications Committee: Briefing by Committee Chair Terry Baiamonte (Last
meeting was held on November 12, 2014)
Executive Committee: Briefing by Committee Vice-Chair Terry Baiamonte (Last
meeting was held on November 12, 2014)
Ms. Baiamonte reported on the International River Symposium
CONSENT AGENDA ITEMS:
9. APPROVAL OF A POLICY WAIVER FOR CONSULTING SERVICES RELATED
TO WORLD HERITAGE SITE NOMINATION AND EDWARDS AQUIFER
HABITAT CONSERVATION PLAN LEASING EFFORTS
10. APPROVAL AUTHORIZING THE GENERAL MANAGER TO NEGOTIATE AND
EXECUTE AN INTERLOCAL AGREEMENT WITH CENTRO SAN ANTONIO TO
PROVIDE SANITATION SERVICES AND PUBLIC SERVICE
REPRESENTATIVES FOR THE MUSEUM REACH, MISSION REACH AND
NATIONAL PARK SERVICE ESPADA PARK RESTROOM
Attachments:
Centro ILA
DRAFT
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11. APPROVAL OF AN OPERATIONS AND MAINTENANCE AGREEMENT WITH
BEXAR COUNTY FOR THE MISSION REACH SEGMENT FACILITIES OF THE
SAN ANTONIO RIVER IMPROVEMENTS PROJECT
Attachments:
Operations and Maintenance Agreement
12. APPROVAL OF THE RECEIPT OF THE ALAMO AREA COUNCIL OF
GOVERNMENT'S FISCAL YEAR 2014/15 SOLID WASTE GRANT AND THE
APPROPRIATE BUDGET AMENDMENT
13. APPROVAL TO PROCEED WITH A REFUNDING OPPORTUNITY OF $8,125,000
IN DEBT SUPPORTED BY BEXAR COUNTY
14. APPROVAL OF ORDINANCE O-1394 PERTAINING TO POLICY FN 0003
CONCERNING INVESTMENT POLICIES AND STRATEGIES AND THE
APPROVED BROKER/DEALER LIST
Attachments:
Investment Policy
Ms. Buchanan called for a motion that Consent Agenda Items 9 - 14 be passed and approved.
*Note: The recommendation for Item 11 was revised to authorize the Board Chair to execute
the Operations and Maintenance agreement with Bexar County for the Mission Reach Segment
Facilities of the San Antonio River Improvements Project. Motion made by Thomas G. Weaver Seconded by Jerry G. Gonzales
Vote: 11 - 0 Passed - Unanimously
INDIVIDUAL AGENDA ITEMS:
15. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING THE
APPROVAL OF THE MINUTES FOR THE REGULAR MEETING OF THE BOARD
OF DIRECTORS HELD ON OCTOBER 22, 2014
Staff recommended a motion to approve the minutes of the Regular Meeting of the Board of
Directors held on October 22, 2014, as presented.
Motion made by H.B. Ruckman III Seconded by Lourdes Galvan
Vote: 11 - 0 Passed - Unanimously
16. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING
DRAFT
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16. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING
FISCAL YEAR 2014/15 FIRST QUARTER FINANCIAL AND INVESTMENT
REPORTS
Staff recommended a motion approving the FY 2014/15 first quarter financial and investment
reports.
Motion made by Michael W. Lackey, P.E. Seconded by John J. Flieller
Vote: 11 - 0 Passed - Unanimously
Attachments:
Graphs - General Fund Total Revenues and Expenditures
17. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING
ALLOCATION OF ADDITIONAL GENERAL FUND FUND BALANCE RESERVES
Staff recommended a motion approving the allocation of $727,710 as follows, $41,500 to the
USGS Westside Creeks Sediment Study and $686,210 to the General Fund Unassigned
Undistributed account.
Motion made by Lourdes Galvan Seconded by Jerry G. Gonzales
Vote: 11 - 0 Passed - Unanimously
18. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING
APPROVAL OF ORDINANCE O-1393 ESTABLISHING AND PROMULGATING
RATES AND FEES FOR THE SPECIAL PURPOSE USE OF THE SAN ANTONIO
RIVER IMPROVEMENTS PROJECT MUSEUM REACH, EAGLELAND AND
MISSION REACH SECTIONS OF THE SAN ANTONIO RIVER
Staff recommended a motion that Ordinance O-1393 establishing and promulgating rates and
fees for the special purpose use of the San Antonio River Improvements Project Museum
Reach-Urban Segment, Eagleland Reach and Mission Reach sections be approved as
presented.
Motion made by Gaylon J. Oehlke Seconded by Jerry G. Gonzales
Vote: 11 - 0 Passed - Unanimously
Attachments:
O-1393
19. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING
FEDERAL ISSUES AND THE SAN ANTONIO RIVER AUTHORITY’S
LEGISLATIVE AGENDA AND OTHER POTENTIAL ACTIVITIES ASSOCIATED
WITH THE 84TH SESSION OF THE STATE LEGISLATURE
DRAFT
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Staff recommended a motion adopting the San Antonio River Authority's Legislative Agenda
for the 84th Session of the State Legislature.
Motion made by Lourdes Galvan Seconded by Jerry G. Gonzales
Vote: 11 - 0 Passed - Unanimously
Attachments:
State Legislative Agenda
20. EXECUTIVE SESSION PURSUANT TO TEXAS GOVERNMENT CODE SECTION
551.071 FOR CONSULTATION WITH ATTORNEY REGARDING THE ARANSAS
PROJECT V. SHAW, ET. AL., CASE NO. 13-40317 IN THE UNITED STATES
COURT OF APPEALS FOR THE FIFTH CIRCUIT; AND GUADALUPE-BLANCO
RIVER AUTHORITY V. TEXAS ATTORNEY GENERAL, ET. AL., NO.
03-14-00393-CV IN THE THIRD COURT OF APPEALS, AUSTIN, TEXAS
There being nothing to report or action to discuss under Agenda Items 20 and 21, Ms.
Buchanan called for Agenda Item 22.
21. PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING THE
ARANSAS PROJECT V. SHAW, ET. AL., CASE NO. 13-40317 IN THE UNITED
STATES COURT OF APPEALS FOR THE FIFTH CIRCUIT; AND
GUADALUPE-BLANCO RIVER AUTHORITY V. TEXAS ATTORNEY GENERAL,
ET. AL. NO. 03-14-00393-CV IN THE THIRD COURT OF APPEALS, AUSTIN, TEXAS
22. STATUS REPORT ON THE SAN ANTONIO RIVER IMPROVEMENTS PROJECT
AND VARIOUS ACTIVE PROJECTS ALONG THE WESTSIDE CREEKS
There being no action taken on this item, Ms. Buchanan called for Agenda Item 23.
23. GENERAL MANAGER'S REPORT CONCERNING THE FOLLOWING:
RECOGNITION OF SARA MILITARY VETERANS;
REVIEW OF STAFFING REPORT;
UPCOMING EVENTS CALENDAR;
FUTURE BOARD AND/OR COMMITTEE MEETINGS; AND
MEETINGS INVOLVING THE ATTENDANCE OF ONE OR MORE BOARD
MEMBERS
There being no action taken on this item, Ms. Buchanan called for Agenda Item 24.
24. ITEMS FOR FUTURE CONSIDERATION
There being no action taken on this item, Ms. Buchanan called for Agenda Item 25.
25. NEXT MEETING DATE
The next Regular Meeting of the Board of Directors will be Wednesday, December 17, 2014,
at 2:00 p.m.
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26. ADJOURN
Ms. Buchanan called the meeting adjourned at 4:09 p.m.
PREPARED AND RECOMMENDED FOR COMMITTEE APPROVAL BY THE MANAGER.
_____________________________________
SUZANNE B. SCOTT, General Manager
APPROVED BY THE BOARD OF DIRECTORS AT THE MEETING HELD ON DECEMBER 17,
2014.
______________________________________
SALLY BUCHANAN, Board Chairman
ATTEST:
___________________________________________
HECTOR R. MORALES, Board Secretary
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INTERLOCAL COOPERATION AGREEMENT
This Agreement is entered into by and between the San Antonio River Authority (the
“River Authority”), and the Downtown Public Improvement District of San Antonio, Texas (the
“District”), acting by and through its manager, Centro San Antonio Management Corporation
(“Centro SA”), a Texas non-profit corporation, all of which may be referred to collectively as the
“Parties”.
WHEREAS, the River Authority was created pursuant to Article XVI, Section 59 of the
Texas Constitution, as amended, and implemented by Chapter 276, Page 556, Acts of the 45th
Legislature, 1937, as amended; and
WHEREAS, the District is a special district of the State of Texas created pursuant to
Chapter 372, as amended, Texas Local Government Code (“Chapter 372”), and is managed by
Centro SA; and
WHEREAS, the Parties in the interest of public convenience and pursuant to the
provisions of Chapter 791, as amended, Texas Government Code (“Chapter 791”), have
determined that the public interest would best be served by Centro SA providing sanitation services
for the River Authority in the Museum Reach, the Mission Reach and the National Park Service
Espada Park restroom to promote efficiency and effectiveness and to protect the environment,
public health, safety and welfare;
NOW, THEREFORE, for valuable consideration, including the mutual covenants and
agreements contained herein, the undersigned Parties agree to the terms and conditions outlined
below.
I. PURPOSE
The purpose of this Agreement is to authorize Centro SA to provide sanitation services and
public service representatives for the Museum Reach, the Mission Reach and the National Park
Service Espada Park restroom, on the terms and conditions set forth within this Agreement.
II. AUTHORITY
This Agreement is entered into by the parties pursuant to the authority granted each of them
by the applicable general and special laws of the State of Texas, and in compliance with the
provisions of Chapter 791. This Agreement is intended to further the purpose of Chapter 791,
which is to increase the efficiency and effectiveness of local governments.
III. ROLES AND RESPONSIBILITIES
A. Duties of River Authority:
The River Authority will pay Centro SA $36,429 per month for the services described
below for the period October 1, 2014 through September 30, 2015 and $38,954 per month for the
services described below for the period October 1, 2015 through September 30, 2016. In the event
the parties agree to extend this agreement as provided in Article VI, the River Authority will pay
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Centro SA $39,704 per month for the services described below for the period October 1, 2016
through September 30, 2017; $40,479 per month for the services described below for the period
October 1, 2017 through September 30, 2018; and $41,254 per month for the services described
below for the period October 1, 2018 through September 30, 2019.
B. Duties of Centro SA:
1. Centro SA will provide daily trash and litter removal and cleaning maintenance of
the Museum Reach, the Mission Reach and the National Park Service Espada Park
restroom.
2. Services will be performed by uniformed individuals working for contractors that
currently provide services for Centro SA in the District.
3. Sidewalks, furniture and planting beds will be picked of loose trash on a daily basis,
365 days a year between the hours of 7:00 a.m. and 4:00 p.m. in the Mission Reach
and between the hours of 8:00 a.m. and 5:00 p.m. in the Museum Reach.
4. Trash receptacles will be tipped on a daily basis, re-bagged and the trash disposed
of on a daily basis.
5. Trash receptacles will be tipped and re-bagged more than once a day if necessary
and over half-full.
6. All furniture will be cleaned on an as-needed basis and shall be cleared of graffiti,
debris, and stickers or any other signing or defacement when necessary, but in no
event longer than within five (5) days, to the extent it can be done without repairing
or repainting the furniture.
7. Planting beds in the Museum Reach and the Mission Reach will be picked of loose
trash daily by the cleaning maintenance crews.
8. A full-time four-man crew in the Museum Reach and a full-time four man crew in
the Mission Reach with shared supervision from the District will provide the
services described in this Section on a daily (seven days a week) basis.
9. The public restrooms in the Mission Reach and the National Park Service Espada
Park restroom will be inspected and cleaned thoroughly and disinfected first thing
each morning. Restrooms will be checked regularly throughout the day and cleaned
as required. Repairs to plumbing fixtures or the un-stopping of clogged drains will
be reported to the River Authority as soon as discovered.
10. Other than trash pick-up on sidewalks and in planting beds, services do not include
the cleaning of or repairs to the lock and dam system above Brooklyn Street.
11. Centro SA will carry all necessary insurance limits required by the River Authority
for the provision of the above-described services.
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12. The Operations Manager for Centro SA, in coordination with the Project Manager
for the contractor providing the maintenance services, will oversee the day-to-day
scheduling and delivery of the services, and the President of Centro SA will oversee
the adherence to the contractual requirements.
13. Public service representatives will be provided as a function of the on-going
services being provided for Centro SA only in the areas within the existing District
where such service is already provided.
C. Services Not Provided by Centro SA:
1. Centro SA will not be responsible for re-painting of trash receptacles, furniture or
stair rails.
2. Centro SA will not be responsible for cleaning of the river channel below the
sidewalks, on or below the surface of the water.
3. Centro SA will not be responsible for any cleaning resulting from river flooding
conditions.
IV. COVENANTS
The River Authority and Centro SA covenant that they will faithfully perform at all times
any and all covenants, undertakings, stipulations, and provisions contained in this Agreement. The
River Authority and Centro SA covenant that they are duly authorized under the laws of the State
of Texas to execute and deliver this Agreement, that all actions on their part as provided herein
and the execution and delivery of this Agreement have been duly and effectively taken according
to the import thereof as provided in this Agreement.
V. DISPUTE RESOLUTION
If a dispute arises with respect to this Agreement, the Parties shall first negotiate in good
faith to resolve the dispute with an appeal to higher internal management, and failing resolution
by such means, shall then submit the dispute to a mutually agreeable, non-binding dispute
resolution process, before resorting to litigation.
VI. TERM
This Agreement shall terminate September 30, 2016. The Parties may agree to extend this
Agreement for three additional one year terms.
VII. ADDRESSES AND NOTICE
Unless otherwise provided herein, any notice, communication, request, reply, or advice
(herein severally and collectively, for convenience, called “Notice”) herein provided or permitted
to be given, made or accepted by any party to any other party must be in writing and may be given
or be served by depositing the same in the United States mail postpaid and registered or certified
and addressed to the party to be notified, with return receipt requested, or by delivering the same
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to an officer of such party, or by prepaid telegram when appropriate, addressed to the party to be
notified. Notice deposited in the mail in the manner hereinabove described shall be conclusively
deemed to be effective, unless otherwise stated herein, from and after the expiration of three days
after it is so deposited. Notice given in any other manner shall be effective only if and when
received by the party to be notified. For the purposes of notice, the addresses of the parties hereto
shall, until changed as hereinafter provided, be as follows:
1. If to the River Authority, to:
Suzanne B. Scott
General Manager
100 E. Guenther St.
San Antonio, Texas 78204
2. If to Centro SA, to:
Pat DiGiovanni
President
515 E. Houston Street, Ste.100
San Antonio, Texas 78205
The Parties hereto shall have the right from time to time and at any time to change their
respective addresses and each shall have the right to specify as its address any other address by at
least ten (10) days written notice to the other Parties hereto.
VIII. RELATIONSHIP OF THE PARTIES
Nothing contained herein will be deemed or construed by the Parties, or by any third Party,
as creating the relationship of principal and agent, joint venture, partnership, or any other similar
relationship between the Parties. It is understood and agreed that no provisions contained herein,
nor any acts of the Parties hereto, create a relationship between District and River Authority other
than that of being an independent contractor. In keeping with the provision of its services as an
independent contractor, River Authority will be responsible for its respective acts or omissions
and District will be responsible for its respective acts or omissions. Neither Party has the authority
to bind the other or to hold out to third Parties that it has the authority to bind the other. Neither
Party is the legal agent of the other.
IX. AMENDMENTS AND MODIFICATIONS
This Agreement shall be binding upon the Parties and their respective successors and legal
representatives and shall inure solely to the benefit of the Parties and their respective successors
and legal representatives. Furthermore, no alteration, amendment, or modification of any
provision of this Agreement shall be effective unless (1) prior written consent of such alteration,
amendment, or modification shall have been obtained from the Parties hereto, and (2) such
alteration, amendment, or modification is in writing and signed by the Parties hereto. The Parties
may amend this Agreement upon compliance with applicable law.
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X. FORCE MAJEURE
In the event that either party shall be entirely prevented from completing performance of
its obligations hereunder by an act of God or any other occurrence whatsoever which is beyond
the control of such party, then such party shall be excused from any further performance of its
obligations and undertakings hereunder. In the event that the performance of either party of any
obligations or undertakings hereunder shall be interrupted or delayed by any occurrence and not
occasioned by the conduct of either party hereto, whether such occurrence be an act of God or the
common enemy or the result of war, riot, civil commotion, sovereign conduct, or the act or conduct
of any person or persons not party or privy hereto, then he shall be excused from such performance
for such period of time as is reasonably necessary after such occurrence to remedy the effects
thereof.
XI. WAIVER
The failure on the part of either Party herein at any time to require the performance by the
other Party, of any way portion of this Agreement, shall not be deemed a waiver of, or in any way
affect that Party’s rights to enforce such provision, or any other provision. Any waiver by any
Party herein of any provision hereof, shall not be taken or held to be a waiver of any other provision
hereof, or any other breach hereof.
XII. GOVERNING LAW
This Agreement shall be construed and enforced in accordance with the laws of the State
of Texas and the United States of America.
XIII. NO THIRD PARTY BENEFICIARY
The Parties are entering into this Agreement solely for the benefit of their own entities and
agree that nothing herein shall be construed to confer any right, privilege or benefit on any person
or entity other than the Parties hereto.
XIV. INCORPORATION OF PROVISIONS REQUIRED BY LAW
Each provision and clause required by law to be inserted into this Agreement shall be
deemed to be included herein, and the Agreement shall be read and enforced as though each were
included herein. If through mistake, or otherwise, any such provision is not inserted, or is not
correctly inserted, the Agreement shall be mutually amended to make such proper insertion, on
application by either Party.
XV. ENTIRE AGREEMENT
This Agreement and all exhibits attached hereto constitute the entire agreement, and
supersedes all prior agreements and understandings between the Parties concerning the subject
matter of this Agreement.
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XVI. SEVERABILITY
If any provision of this Agreement or the application thereof to any person or circumstance
shall be held to be invalid, the remainder of this Agreement and the application of such provision
to other persons and circumstances shall nevertheless be valid, and the Parties hereby declare that
this Agreement would have been enacted without such invalid provision.
XVII. VENUE
Any damages for the breach of this Agreement shall be paid and be due in Bexar County,
Texas, which is the County in which the principal administrative offices of the Parties are located.
It is specifically agreed among the parties to this Agreement that Bexar County, Texas, is the place
of performance of this Agreement; and in the event that any legal proceeding is brought to enforce
this Agreement or any provision hereof, the same shall be brought in Bexar County, Texas.
XVIII. LEGAL FEES
In the event it is necessary for either party to commence legal action of any kind to enforce
its rights hereunder, the prevailing party in such litigation shall be entitled to collect all court costs
and reasonable attorney’s fees and expenses incurred in connection therewith.
XIX. COUNTERPARTS
This Agreement may be executed in any number of counterparts, each of such counterparts
shall for all purposes be deemed to be an original, and all such counterparts shall together constitute
one and the same instrument.
XX. ASSIGNMENT
All the situations, promises, undertaking and agreements herein contained by or on behalf
of either of the Parties shall bind the successors and assigns of either Party, whether so expressed
or not but neither the River Authority nor Centro SA shall have the right to assign this Agreement,
or any part thereof except as hereinafter provided without the written consent of the other Party.
Either Party may waive any default on the part of the opposite affecting any other provision of this
Agreement; and a waiver of any one default shall not be deemed a waiver of any other or
subsequent default or defaults. No delay by either Party in enforcing any of its rights under this
Agreement shall be deemed a waiver of such rights.
XXI. CAPTIONS
The section headings appearing in this Agreement are for convenience of reference only
and are not intended, to any extent and for any purpose, to limit or define the text of any section
or any subsection hereof.
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XXII. INCORPORATION OF PREAMBLE RECITALS
The recitals contained in the preamble hereof are hereby found to be true, and such recitals
are hereby made a part of this Agreement for all purposes and are adopted as a part of the judgment
and findings of the governing boards of the Parties.
XXIII. INCONSISTENT PROVISIONS
All ordinances and resolutions, or parts thereof, which are in conflict or inconsistent with
any provision of this Agreement are hereby repealed to the extent of such conflict, and the
provisions of this Agreement shall be and remain controlling as to the matters provided herein.
XXIV. CONSTRUCTION
Unless the context requires otherwise, words of the masculine gender shall be construed to
include correlative words of the feminine and neuter genders and vice versa, and words of the
singular number shall be construed to include correlative words of the plural number and vice
versa. This Agreement and all the terms and provisions hereof shall be constructed to effectuate
the purposes set forth herein and to sustain the validity of this Agreement.
XXV. COMPLIANCE WITH TEXAS OPEN MEETINGS ACT
It is officially found, determined, and declared that the meeting of the River Authority at
which this Agreement is adopted was open to the public and public notice of the time, place, and
subject matter of the public business to be considered at such meeting, including this Agreement,
was given, all as required by Chapter 551, as amended, Texas Government Code.
XXVI. ENTIRE AGREEMENT
This Agreement contains the entire agreement between the parties pertaining to the subject
matter hereof and fully supersedes all prior agreements and understandings between the parties
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IN WITNESS WHEREOF, the Parties have executed this Agreement in duplicate
counterparts, both having equal force and effect, on the date first above written.
SAN ANTONIO RIVER AUTHORITY
By:
Suzanne B. Scott
General Manager
Date:
ATTEST:
By:
Stephen T. Graham, P.E.
Assistant Secretary
THE PUBLIC IMPROVEMENT DISTRICT IN
THE DOWNTOWN AREA
By: CENTRO SAN ANTONIO
MANAGEMENT CORPORATION
By:
Pat DiGiovanni
President
Date:
ATTEST:
By: ____________________________
James M. Richards, Jr.
Centro SA Operations Manager
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SAN ANTONIO RIVER AUTHORITY AND BEXAR COUNTY
OPERATIONS AND MAINTENANCE AGREEMENT
FOR THE MISSION REACH SEGMENT FACILITIES OF THE
SAN ANTONIO RIVER IMPROVEMENTS PROJECT
STATE OF TEXAS §
§
COUNTY OF BEXAR §
This Operations and Maintenance Agreement (“Agreement”), is made and entered this ___day of
___________, 2014 by and between the San Antonio River Authority (“River Authority”) and
Bexar County, Texas (“County”). The River Authority and the County are individually referred to
as a “Party” and are collectively referred to as “the Parties.”
RECITALS
WHEREAS, the County and the River Authority are parties to the interlocal agreement
dated December 5, 2006 and the cooperative agreement dated May 19, 2010 to complete the San
Antonio River Improvements Project, which includes the Mission Reach Segment;
WHEREAS, this Agreement is intended to reflect the agreement of the Parties that the
River Authority will assume the operation and maintenance responsibilities associated with the
Mission Reach Segment Facilities of the San Antonio River Improvements Project (“Facilities”)
as defined in Subsection 1.3 hereinbelow and the River Authority agrees to operate and maintain
the defined areas and Facilities as described in this Agreement; and
WHEREAS, the Parties recognize that the River Authority has statutory limits on its
taxing authority and the Parties will continue to coordinate the responsibilities for funding,
maintenance and operations, and capital improvements including exploring other revenue
opportunities, as appropriate; and
WHEREAS, the execution of this Agreement was authorized by the governing body of
each Party and this Agreement sets out the rights and obligations of the Parties for the maintenance
and operations of, as well as capital improvements to, the Facilities.
NOW THEREFORE, for valuable consideration, including the mutual covenants and
agreements contained in this Agreement, the River Authority and the County contract and agree
as follows:
ARTICLE I
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AGREEMENT
SECTION 1.1 - GENERAL
This Agreement formalizes the relationship of the River Authority and the County with respect to
operation and maintenance, inspection, and repair of damage to the Facilities and establishes the
procedures and responsibilities of the Parties which are set out in Subsections 1.3.1 and 1.3.2,
respectively. The intent/purpose of this Agreement is to: (1) extend the life of the capital
investment in the Facilities; (2) preserve the ability of the Facilities to properly convey flood waters
and achieve its ecosystem restoration purposes; (3) define both the normal and flood operational
and maintenance requirements and the responsibilities of the Parties; (4) establish regular
inspection and reporting procedures; (5) prevent encroachments and trespasses; (6) facilitate
recreational use of the Facilities; (7) allow the Parties to plan, and the River Authority to
implement, appropriate events and concessions and to use the revenues generated by those events
and concessions to off-set the operation and maintenance, inspection and repair costs of the non-
structural elements of the Facilities; and (8) to accomplish other related objectives. This
Agreement is made only between the Parties hereto and there are no third party beneficiaries to
this Agreement.
The Parties, the City of San Antonio, and the National Park Service entered into a Cooperative
Agreement to Implement the River South Area Management Plan. The River South Subcommittee
created by that document provides advisory input to the River South Management Plan.
SECTION 1.2 – DESIGNATION OF REPRESENTATIVES
1.2.1 County Representative:
The County appoints the County Manager (“County Representative”), or his designee, as its
designated representative under this Agreement. The County Representative will be the primary
point of contact for the River Authority.
1.2.2 River Authority Representative:
The River Authority appoints the River Authority General Manager (“River Authority
Representative”), or her designee, as its designated representative under this Agreement. The
River Authority Representative will be the primary point of contact for the County.
SECTION 1.3 - COVERAGE & RESPONSIBILITY
The Facilities, and portions thereof, are described and/or graphically shown in Exhibit “A” and the
as-built drawings for the Mission Reach Segment are on file with the River Authority.
1.3.1 River Authority:
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The River Authority shall be responsible for the operation, maintenance, inspection and repair of
non-structural damage to the Facilities constructed as part of the Mission Reach Segment within
the San Antonio River channel right-of-way between the downstream side of the Lone Star
Boulevard Bridge and the existing southern end of the SACIP about 1500 ft. +/- south of Loop
410 that are described and/or graphically shown in Exhibit “A”, as well as the visitor tax funded
improvements adjoining the Mission Reach Segment. The River Authority is not responsible for
maintenance and operation of vehicular bridges, drainage outfalls, utilities or pre-existing
improvements, or the youth and amateur sports facilities. Non-structural repairs are defined in
Section 3.2. The River Authority will establish an annual budget to fund the cost of operating,
maintaining, inspecting and repairing non-structural damage to the Mission Reach Facilities. The
Parties recognize that the River Authority has statutory limits on its taxing authority and the Parties
will continue to coordinate on funding opportunities to fulfill its responsibilities to the Facilities
under this Agreement.
The River Authority shall inform the County of significant conditions that may affect the function
of the Facilities and report other critical needs as the River Authority becomes aware of those
needs. The River Authority shall comply with the River Authority’s Operations and Maintenance
Plan for Eagleland and Mission Reach Projects for the Facilities.
1.3.2 County:
The County shall be responsible for all structural repairs to the Facilities. Structural repairs are
defined in Section 3.2. The County shall inform the River Authority of significant conditions that
may affect the function of the Facilities and report other critical needs as required.
SECTION 1.4 - MODIFICATIONS
Major changes, renovations, or modifications to the Facilities will not result in any change in the
Parties’ responsibilities, as defined in Section 1.3 - COVERAGE AND RESPONSIBILITY, unless
this Agreement is amended by the Parties. Section 3.3 -MODIFICATION AND STRUCTURAL
IMPROVEMENTS outlines the procedures for making changes or modifications to structural
improvements.
ARTICLE II
GENERAL CONDITIONS
SECTION 2.1 - RIGHTS-OF-WAY
The County grants and conveys to the River Authority the right to perform the River Authority’s
responsibilities under this Agreement on the Facilities within the confines shown in Exhibit “A”
without the necessity of further easements or agreements from the County.
SECTION 2.2 - ENCROACHMENTS
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The River Authority and the County shall use their authority and best efforts to prevent
encroachments or trespasses within the rights-of-way of the Facilities; improvements from being
passed over, under or through the rights-of-way of the Facilities; excavation or construction within
the rights-of-way of the Facilities; or any changes being made to the rights-of-way of the Facilities
without the prior written consent of the Parties. The Parties will coordinate with City of San
Antonio on any proposed development that may impact the Facilities to promote a role for the
Parties in the design review and approval process.
SECTION 2.3 - EMERGENCIES AND EXPEDITED REPAIRS
It is understood and agreed that the County, acting with other entities providing emergency
response assistance, shall, to the best of its ability, provide support and response during a flood
event in the interest of the health, safety, and welfare of its citizens. At the request of the County,
the River Authority shall assist in all emergencies as appropriate and within the River Authority’s
resource capabilities. The Parties will coordinate with the appropriate responding authorities.
The River Authority, in consultation with the County Representative, may designate a public
emergency where personal injury, property damage, structural failure or loss of life is threatened.
In such event, the River Authority’s primary responsibility is to make non-structural and structural
emergency repairs by whatever reasonable means are deemed necessary by the Parties to mitigate
the immediate threat to public safety. The River Authority shall execute and administer all
contracts for non-structural and structural emergency repairs. The County will reimburse the River
Authority for all costs of the structural emergency repairs made by the River Authority. As soon
after the emergency as possible, representatives from the Parties, and other entities requested by
the Parties to participate, shall inspect the affected Facilities to evaluate the extent of the damage
to the structural and non-structural components of the Facilities requiring repair. The River
Authority and the County, working with other entities participating in the inspection that the River
Authority and the County desire to enlist in determining the damage, shall prepare a report
outlining the extent of the damage to the non-structural and structural components of the Facilities
and recommend repairs to the damaged structures with estimates of the cost of the repairs. The
report shall be provided to the County as expeditiously as possible in order that the Parties may
commence plans for the repairs.
The Parties agree that as events occur, it may be necessary to make rapid, large scale repairs in
response to events that are beyond the scope of normal operation and maintenance. The Parties
agree that in some cases these repairs may need to be expedited in order to protect the Mission
Reach Segment from further damage. The River Authority shall execute and administer all
contracts for structural repairs. The County will fund all structural repairs including reimbursing
the River Authority for related activities such as planning, design or removal of failed structures
and debris that is caught in the failed structures.
SECTION 2.4 - MAINTENANCE SCHEDULE
The River Authority shall dedicate staff to perform the operation and maintenance of, and repairs
to, the Facilities. The River Authority shall adhere to the River Authority’s Operations and
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Maintenance Plan for Eagleland and Mission Reach Projects for the Facilities. The current plan is
available for review by County and the public. The Operations and Maintenance Plan is dynamic
and may be revised and updated on a continuing basis. General maintenance shall include regularly
scheduled inspections and preventative maintenance for the Facilities to maximize the benefits of
the Facilities and enhance the life expectancy of the Facilities.
River Authority may receive public input on the maintenance schedule and standards through the
River South Management Stakeholder Committee.
SECTION 2.5 - MAINTENANCE INSPECTIONS
The River Authority will schedule annual visual inspections of the Facilities. The River Authority
will provide the County with written notice of the date of the annual inspection a minimum of
seven (7) days prior to each inspection in order that County staff may accompany the River
Authority staff on the inspection if they elect to do so. The visual inspections are preventive in
nature and will include a thorough inspection of the Facilities.
Following each annual inspection, the River Authority shall document the findings of the
inspection in a report, including any identified maintenance requirements, damage requiring
repairs, potential warranty claims, and a proposed schedule for the completion of such
requirements. The County Representative will be provided with a copy of the report within thirty
(30) days of completion of each visual inspection. The report shall include notification of the
County of any warranty claims made by the River Authority.
ARTICLE III
GENERAL OPERATING PROCEDURES
SECTION 3.1 – NON-STRUCTURAL RIVER CHANNEL MAINTENANCE
The obligation for maintenance of the flood control elements of the channel described in Sections
1.3.1 shall be the responsibility of the River Authority for the Facilities and includes and is limited
to:
(a) Non-structural erosion repairs within the confines of the Facilities;
(b) Silt, litter, and debris removal as it becomes necessary;
(c) Non-structural bank stabilization; and
(d) Vegetation control, mowing, and trimming.
If structural repairs to the Mission Reach Segment flood control channel are deemed necessary,
the River Authority will submit the proposed repairs in a written report to the County which shall
include the options for repair and a proposed budget for each option. Upon approval by County’s
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Commissioners Court, the River Authority shall facilitate, contract for, and manage those repairs
with funding provided by the County in accordance with the funding schedule prepared by the
River Authority and approved by the County.
SECTION 3.2 – STRUCTURAL AND NON-STRUCTURAL REPAIRS
The River Authority will budget funds for non-structural repairs, which are those repairs
necessitated by the normal operations and maintenance, ordinary wear and tear, and vandalism of
the Facilities. Non-structural repairs include: benches, pavilions, signage, walkways and other such
amenities, vegetation maintenance, litter/graffiti removal, and routine channel maintenance
The County will fund all structural repairs to the Facilities, which are those repairs necessitated by
flood, storm, wind or other occurrence that adversely affects the Facilities. Structural repairs
include: pedestrian bridges, slope failures, channel toe-protection loss or significant movement
along with the resulting erosion/scour damages to include the associated soil loss and vegetation
damage, damage to the riffle stem wall and significant movement of riprap as to have a detrimental
impact as to their habitat and floodwater conveyance function. Structural repairs resulting from
deferred maintenance will not be funded by the County.
SECTION 3.3 - MODIFICATION AND STRUCTURAL IMPROVEMENTS
The River Authority may present proposed modifications and structural improvements to the
County. The proposals will include a cost estimate and scope of work. If proposed modifications
are approved and funding is appropriated by the County Commissioners Court, the River Authority
will contract for and secure all permitting on behalf of the County for the modifications and
structural improvements.
SECTION 3.4 – SPECIAL EVENTS
River Authority shall be the lead agency scheduling all public and private events to be held within
the boundaries of the Facilities. All event organizers and promoters of a special event shall request
access to the Mission Reach Segment Facilities from the River Authority. The River Authority
shall regulate the special event and coordinate the special event’s activities, location, security,
garbage disposal and hours of operation to minimize the impact on the River Authority’s operation
and maintenance obligations. The River Authority shall establish a fee schedule to assess event
organizers and promoters to offset any additional operation or maintenance expenses associated
with the event and the fee schedule shall be posted on the River Authority’s website.
River Authority may also plan, organize and sponsor its own events to promote awareness, use,
and enjoyment of the Mission Reach Segment Facilities and environmental education of the San
Antonio River and its ecosystem. River Authority may receive public input on appropriate public
event activities which will be coordinated through the River South Stakeholder Committee.
SECTION 3.5 - VENDORS
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The County and the River Authority shall determine the type and nature of the activities that are
appropriate for vendors to conduct in the Facilities, if any, and these activities shall be approved
by the County Representative and the River Authority Representative. The River Authority shall
develop guidelines for the regulation of vendors as well as coordinate the vendor’s activities,
location, security, garbage disposal, and hours of operation that are consistent with the River
Authority’s operation and maintenance obligations. The River Authority may receive public input,
to be coordinated through the River South Stakeholder Committee, on the type, location and
appropriate use of vendors. The River Authority shall enter into a license agreement with each
vendor conducting activities in the Facilities to require the vendor to: 1. repair any damage to the
Facilities caused by the vendor, or its patrons; 2. indemnify the County against any claims and
lawsuits by third parties arising from the vendor’s activities; 3. procure, pay for, and maintain
with insurance carriers approved by the River Authority commercial general liability insurance in
the coverage limits determined by the River Authority and naming the County and the River
Authority as additional insureds.
SECTION 3.6 – REVENUE
Statutory limits on the River Authority’s taxing authority exists that may require additional funding
resources to support the operations and maintenance requirements on the Facilities. The Parties
agree that the River Authority may identify and contract for revenue opportunities from the
operation of the Facilities, including special events, vendors, concessions and franchises to off-set
the cost to operate and maintain the Facilities.
ARTICLE IV
MISCELLANEOUS
SECTION 4.1 - CONFLICT RESOLUTION
Should any conflict relative to this Agreement arise regarding operational criteria, operating and
maintaining the facilities, access, etc., then the Parties shall make attempts to cooperate and resolve
all issues at the lowest organizational level possible. Should a conflict not be resolved, the situation
shall be elevated to the next organizational level and continue to be elevated to the County’s
Manager and the River Authority’s General Manager.
SECTION 4.3 - TRANSFER OF RIGHTS
This Agreement shall be binding on any successors of the Parties. No Party shall have the right to
assign and/or reassign its/their interest in this Agreement to any other entity, unless the prior
written consent of the other Party hereto is obtained.
SECTION 4.4 - ENTIRE AGREEMENT
This Agreement, including Exhibit A which is incorporated herein, constitutes the entire
Agreement among the Parties pertaining to the subject matter hereof. Assumption of operations
and maintenance obligations shall be effective the date of execution of this Agreement.
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SECTION 4.5 - INFORMATIONAL
The descriptive headings of the several Articles, Sections and paragraphs contained in this
Agreement are inserted for convenience only, and shall not control or affect the meaning or
construction of the provisions thereof.
SECTION 4.6 - TERM/DEFAULT/ TERMINATION
4.6.1 Term
The initial term of this Agreement is for ten (10) years commencing on the date of the last signatory
to the Agreement. The Agreement shall renew automatically upon the expiration of the preceding
term for an additional five (5) year term unless one of the Parties gives the other Party written
notice of its desire not to renew the Agreement at least one hundred twenty (120) days prior to the
expiration of the current term.
4.6.2 Non-Appropriation of Funds
The Parties have projected the costs for this Agreement and expect to pay all obligations of this
Agreement from their respective projected revenues. All obligations of the Parties are subject to
annual appropriations by their respective governing bodies. Notwithstanding anything in this
Agreement to the contrary, in the event either Party should fail to appropriate funds to pay any of
that Party’s obligations under this Agreement, then the obligations of that Party under this
Agreement shall terminate, and the sole option and remedy of the other Party shall be to terminate
this Agreement by written notice, and neither Party shall have any further duties or obligations
hereunder, except those that expressly survive.
4.6.3 Obligations of the Parties Cease
It is understood and agreed by the Parties that all obligations established by this Agreement to
operate and maintain the Facilities shall terminate as to any one Party when, and if, such
obligations cease to be the obligation of the respective Party. In such event, the Party shall notify
the other Party in writing of such occurrence.
4.6.4 Default/Termination
As used in this Section, "default" shall mean the failure of one Party to perform any material
obligation in the time and manner required by this Agreement, except where such failure to
perform is the result of Force Majeure as defined in Article IV, Subsection 4.13. Upon failure of
one Party to perform any material obligation required in this Agreement, the non-defaulting Party
may give written notice detailing the nature of the default to the defaulting Party. The defaulting
Party shall have thirty (30) days within which to cure the default, and if cured within such time,
the default specified in the notice shall cease to exist. Should the defaulting Party fail to cure an
alleged default, non-defaulting Party shall have the right to terminate this Agreement by sending
written notice of termination to the defaulting Party specifying the effective date of termination,
with the date being not earlier than the close of business of the tenth (10) day following the day on
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which such notice is sent. The non-defaulting Party may pursue all rights and remedies available
to the Party, and pursuit of one (1) remedy will not be an election of a sole remedy and will not
preclude the right to pursue any or all other available remedies, whether the remedies are at law
and/or equity.
SECTION 4.7 - NOTICES
All notices provided to be given under this Agreement shall be in writing, and shall either be
personally served against a written receipt therefor or given by certified mail or registered mail,
return receipt requested, postage prepaid and addressed to the proper party at the address which
appears below, or at such other address as the Parties hereto may hereafter designate in accordance
herewith. All notices given by mail shall be deemed to have been given at the time of deposit in
the United States mail and shall be effective from such date.
If to County: Bexar County Judge
Bexar County Commissioners Court
Paul Elizondo Tower
101 W. Nueva, Suite 1019
San Antonio, Texas 78205
With copy to: County Manager
PaulElizondoTower
101 W. Nueva St., Suite 1000
San Antonio, Texas 78205
If to River Authority: General Manager
San Antonio River Authority
P.O. Box 839980
San Antonio, Texas 78283-9980
SECTION 4.8 - COMPLIANCE WITH LAWS AND ORDINANCES
The Parties agree to comply with all applicable federal, state, and local laws and ordinances for
the work and services provided under this Agreement.
SECTION 4.9 - LEGAL CONSTRUCTION
In case any one or more of the provisions contained in this Agreement shall for any reason be held
to be invalid, illegal or unenforceable in any respect, such invalid, illegal, or unenforceable
provision shall not affect any other provision hereof, and this Agreement shall be construed as if
such invalid, illegal or unenforceable provision had never been contained herein.
SECTION 4.10 - TEXAS LAW TO APPLY
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This Agreement shall be construed under and in accordance with the laws of the State of Texas,
and all obligations of the Parties created hereunder are performable in Bexar County, Texas.
SECTION 4.11 - AMENDMENT
No amendment, modification or alteration of the terms hereof shall be binding unless it is in
writing, dated subsequent to the date of this Agreement, and executed by the governing bodies of
the Parties.
SECTION 4.12 – RELATIONSHIP OF THE PARTIES
Nothing contained herein will be deemed or construed by the Parties or by any other entity, as
creating the relationship of principal and agent, joint venture, partnership or any other similar
relationship between the Parties. It is understood and agreed that no provisions in this Agreement,
or any acts of the Parties, create a relationship between them other than that of being an
independent contracting public entity. In keeping with the provision of their services as an
independent public entity, each Party will be responsible for its respective acts or omissions.
Neither Party has the authority to bind the other or to hold out to other entities that it has the
authority to bind the other Party. Neither Party is the legal agent of the other.
SECTION 4.13 – FORCE MAJEURE
Force Majeure shall mean any cause beyond the reasonable control of either Party, including,
without limitation, failure, or imminent threat of failure, of equipment, flood, freeze, earthquake,
storm, fire, lightning, other acts of God, epidemic, war, acts of a public enemy, riot, civil
disturbance or disobedience, strike, labor disturbances, work stoppages, other industrial
disturbances or dispute, labor or material shortage, sabotage, restraint by court order or other public
authority, and action or non-action by, or failure or inability to obtain the necessary authorizations
or approvals from, any governmental agency or authority, which by the exercise of due diligence
it could not overcome; provided that none of the circumstances listed above shall be considered to
be an event of Force Majeure to the extent such circumstance: 1. is due to the act, neglect,
omission, breach of contract or of statutory duty, negligence or misconduct of the Party claiming
Force Majeure, its representatives, agents, contractors or subcontractors; or 2. could have been
prevented, overcome or remedied if the Party claiming Force Majeure had exercised reasonable
diligence. Nothing contained herein shall be construed so as to require the Parties to settle any
strike, labor disturbance, work stoppage or any industrial disturbance or dispute in which it may
be involved, or to seek review of or take any appeal from any administrative or judicial action.
SECTION 4.14 – NO THIRD PARTY BENEFICIARY
Each Party is entering into this Agreement solely for the benefit of its own entity and agree that
nothing in this Agreement shall be construed to confer any right, privilege or benefit on any person
or entity other than the Parties.
SECTION 4.15 – PUBLIC ART
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The Parties agree that a separate process to place public art funded by other entities is in existence
which does require approval by the Parties to locate public art within the Mission Reach Segment
Facilities. The approval to locate public art also requires the submission and approval of a
maintenance plan for each public art element to be installed. The entity responsible for the
maintenance of public art will be decided upon receipt of a maintenance plan that outlines the
maintenance procedure for each piece of public art as well as addressing its durability.
SECTION 4.16 – AUDIT
The County may conduct an audit of County funds disbursed to the River Authority. The River
Authority may conduct an audit of River Authority funds disbursed to the County. Each Party’s
staff or a certified public accounting firm designated by the Party, may perform such audit(s).
Each Party agrees to make available to the other Party all books, records, documents and reports
with respect to matters covered by this Agreement.
SECTION 4.17 – MULTIPLE COUNTERPARTS
This Agreement may be executed in multiple counterparts by the Parties and each counterpart,
when so executed and delivered, will constitute an original instrument and all such separate
counterparts will constitute but one and the same instrument.
EXECUTED IN DUPLICATE ORIGINALS, EACH OF WHICH SHALL HAVE THE FULL
FORCE AND EFFECT OF AN ORIGINAL, this the _______ day of ___________, 2014.
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COUNTY OF BEXAR
By: ___________________________________
NELSON W. WOLFF
County Judge
SAN ANTONIO RIVER AUTHORITY
By: ___________________________________
SUZANNE B. SCOTT
General Manager
ATTEST:
______________________________________
GERARD C. RICKHOFF
County Clerk
APPROVED AS TO LEGAL FORM:
SUSAN D. REED
Criminal District Attorney
Bexar County, Texas
BY:__________________________________
PATRICIA G. PROWSE
Assistant District Attorney
Civil Section
APPROVED AS TO FINANCIAL
CONTENT:
BY:
SUSAN YEATTS
County Auditor
BY:
DAVID SMITH
County Manager
APPROVED:
BY:
RENEE D. GREEN, PE
Director of Public Works/County Engineer
ATTEST:
______________________________________
Assistant Secretary
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Exhibit List
Exhibit A – Mission Reach Boundary
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ORDINANCE NO. O-
AN ORDINANCE OF THE BOARD OF DIRECTORS OF THE SAN ANTONIO
RIVER AUTHORITY APPROVING BOARD POLICY FN 0003 CONCERNING
INVESTMENT POLICIES AND STRATEGIES
Preamble
WHEREAS, FN 0003, passed and approved November 19, 2008, adopted policy FN 0003
concerning investment policy and strategy; and
WHEREAS, Ordinance No. O-1385, passed and approved October 16, 2013, adopted
Board Policy concerning investment policy and strategy; and
WHEREAS, it is necessary and in the public interest to annually review and approve the
Board Policy relating to public funds investments and strategy and the broker/dealer list.
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF DIRECTORS OF THE SAN
ANTONIO RIVER AUTHORITY THAT:
1. Ordinance No. O-1385 passed and approved October 16, 2013, relating to
the investment policy is repealed.
2. Policy FN 0003, attached to this Ordinance as Exhibit A (with all changes
delineated) and incorporated herein by reference, is approved as the
official written policy of the River Authority concerning investment policy
and strategy.
3. The approved broker/dealer list is incorporated in the adopted investment
policy and strategy and is adopted with this Ordinance.
PASSED AND APPROVED this 19thday of November, A.D., 2014.
SALLY BUCHANAN, Chairman
ATTEST:
______________________________________
HECTOR R. MORALES, Secretary
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ACKNOWLEDGEMENT OF CHAIRMAN
STATE OF TEXAS §
§
COUNTY OF BEXAR §
BEFORE ME, the undersigned authority on this day personally appeared SALLY
BUCHANAN, Chairman of the Board of Directors of the SAN ANTONIO RIVER AUTHORITY,
a political subdivision of the State of Texas known to me to be the person and officer whose name
is subscribed to the foregoing instrument, and acknowledged to me that he executed the same for
the purposes and consideration therein expressed, in the capacity therein stated, and as the act
and deed of said political subdivision.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 19th day of November, 2014.
LINDA KAY WHITAKER, Notary Public
In and for the State of Texas
My commission expires: 9/12/2016
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SAN ANTONIO
RIVER
AUTHORITY
POLICY &
PROCEDURE
POLICY NUMBER:
FN 0003
SUBJECT:: Investment Policy and
Strategy
FINANCE REPLACING POLICY
NUMBER: EO 0009
RESPONSIBLE MANAGER:
Director of Support Services
EFFECTIVE DATE:: 05/21/2003
REVISED DATE:
11/19/2014 PAGE(S): 1 of 18
Reference: Chapter 2256 Government Code, Public Funds Investment Act of the State of Texas
(the “Act”).
1. POLICY
To invest public funds in a manner which will provide the maximum security for the
investment portfolio, while working to yield the highest reasonable investment return and
meeting the daily cash flow demands of the San Antonio River Authority (River Authority)
and conforming to all state and local statutes governing the investment of funds.
2. SCOPE
Except for its employee retirement system fund and the Deferred Compensation Fund,
organized and administered separately by a third party custodian and/or money manager,
this investment policy applies to all financial assets of the River Authority. These funds
are accounted for in the River Authority Comprehensive Annual Financial Report and
include:
General Fund
Special Revenue Funds
Capital Project Funds
Enterprise Funds
Agency Funds
Debt Service Funds
Any new fund created by the Board, unless specifically exempted.
These funds shall be administered in accordance with the provisions of this policy. The
monies from these funds may be comingled for investment purposes but the strategy which
will be developed for that portfolio will address the varying needs and objectives of each
fund.
Deleted: ies
Deleted: &
Deleted: ies
Deleted: Financial
Deleted: Manager
Deleted: 10/16/2013
Deleted:
Deleted: with the maximum security while
Deleted: A
Deleted: which
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3. OBJECTIVES
The primary objectives, in priority order, of the River Authority investment activities shall
be:
a. Safety
Safety of principal is the foremost objective of the investment of funds.
Investments shall be undertaken in a manner that seeks to ensure the preservation
of capital in the overall portfolio. The objective will be to mitigate credit risk and
interest rate risk.
i. Credit Risk
Credit Risk is the risk of loss due to the failure of the security issuer or
backer. Credit risk can be managed by:
Limiting investments to the highest credit quality securities;
Pre-qualifying the financial institutions, broker/dealers,
intermediaries, and advisors with which the River Authority
will do business; and
Diversifying the investment portfolio so that potential losses
on individual securities will be minimized and to spread risk.
ii. Interest Rate Risk
Interest rate risk is the risk that the market value of securities in the portfolio
will fall due to changes in general interest rates. Interest rate risk can be
managed by:
Structuring the investment portfolio so that securities mature
to meet cash requirements for ongoing operations, thereby
avoiding the need to sell securities on the open market prior
to maturity, and
By investing operating funds primarily in shorter-term
securities.
b. Liquidity
The investment portfolio shall remain sufficiently liquid to meet all operating
requirements that may be reasonably anticipated. This is accomplished by
structuring the portfolio so that securities mature concurrent with cash needs to
meet anticipated demands and maintaining a liquidity buffer. Furthermore, since
all possible cash demands cannot be anticipated, the portfolio should consist largely
of securities with active secondary or resale markets.
Deleted: mitigated
Deleted: safest types of
Deleted: mitigated
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c. Yield
The investment portfolio shall be designed with the objective of attaining a market
yield throughout budgetary and economic cycles, taking into account the
investment risk constraints and liquidity needs. Yield on investment is of least
importance compared to the safety and liquidity objectives described above. The
core of investments is limited to relatively low risk securities in anticipation of
earning a fair yield relative to the risk being assumed. Securities shall not be sold
prior to maturity with the following exceptions:
a declining credit security could be sold early to minimize loss of
principal;
a security swap would improve the quality, yield, or target duration
in the portfolio; or
liquidity needs of the portfolio require that the security be sold.
4. STANDARDS OF CARE
a. Ethics and Conflicts of Interest
Investment officers and employees involved in the investment process shall refrain
from personal business activity that could conflict with the proper execution and
management of the investment program, or could impair their ability to make
impartial decisions. Employees and investment officials shall disclose any material
interests in financial institutions with which they conduct investment business.
They shall further disclose any personal financial/investment positions that could
be related to the performance of the investment portfolio. Employees and
investment officers shall refrain from undertaking personal investment transactions
with the same individual with whom business is conducted on behalf of the River
Authority. The investment officers shall disclose all conflicts to the Board. .
If the investment officer of the River Authority has a personal business relationship,
i.c. is related within the second degree by affinity or consanguinity, as determined
under Chapter 573, to an individual seeking to sell an investment to the River
Authority, the officer shall file a statement disclosing that relationship with the
Texas Ethics Commission and the River Authority Board of Directors. The
investment officer has a personal business relationship with a business organization
if:
the investment officer(s) owns ten percent or more of the voting stock or
shares of the business organization or owns $5,000 or more of the fair
market value of the business organization;
funds received by the investment officer(s) from the business organization
exceeds ten percent of the investment officer’s gross income from the
previous year; or
Deleted: rate of return
Deleted: Return
Deleted: return
Deleted: to the Texas Ethics Commission and the River Authority Board any personal business relationship and/or
material financial interests with anyone attempting to sell an
investment to the River Authority
Deleted: has a personal business relationship with a business organization offering to engage in an investment transaction
with the River Authority, the officer shall file a statement disclosing that personal business interest. If the investment
officer
Deleted: . Any statements, as required, must be filed
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the investment officer(s) has acquired from the business organization during
the previous year, investments with a book value of $2,500 or more for the
personal account of the investment officer(s).
b. Delegation of Authority
Under the direction of the General Manager, authority to manage the investment of
funds is granted to the Budget Services Manager, Controller and the Director of
Support Services, who are the investment officers. The Authority may also contract
with an SEC-registered Investment Adviser for non-discretionary management of
the funds. The Director of Support Services shall be designated as the Investment
Officer for the Authority. The General Manager, Assistant Manager or Treasurer
of the Board shall review all purchases and sales of investments made by the
investment officer or adviser. The Director of Support Services, the Budget
Services Manager, the Controller and Investment Adviser shall carry out
established written procedures and internal controls for the operation of the
investment of funds consistent with this investment policy. Unless otherwise
authorized by law, a person may not deposit, withdraw, invest, transfer, or manage
in any other manner, funds of the River Authority’s investment portfolio without
express written authority of the Board of Directors, General Manager, Director of
Support Services, Controller or Budget Services Manager, consistent with the
investment policy adopted by the Board.
Authority that is granted to the Financial Services Manager, Controller and the
Director of Support Services to deposit, withdraw, invest, transfer, or manage the
River Authority’s funds is effective until rescinded by the Board or until
termination of the person's employment. Procedures should include references to
safekeeping, delivery vs. payment, investment collateral/depository agreements
and banking services contracts. No person may engage in an investment transaction
except as provided under the terms of this policy and the procedures established by
the Board of Directors.
The designated investment officer(s) shall attend at least one training session
relating to the investment officer’s responsibilities, as required, within 12 months
after taking office or assuming responsibilities. The investment officer(s) shall
attend an investment training session not less than once in a two-fiscal year period
and receive not less than 10 hours of instruction relating to investment
responsibilities, as required, from an independent source.
c. Prudence
The standard of prudence to be used by investment officer(s) and Investment
Adviser shall be the “prudent person” standard and shall be applied in the context
of managing the overall portfolio. Investment officers acting in accordance with
written procedures and this investment policy and exercising due diligence shall be
Deleted: Financial
Deleted: Financial Services Manager
Formatted: Double underline
Deleted: Financial
Deleted: and
Deleted: ol
Deleted: Financial
Deleted: Treasurer’s or
Deleted: approved by the Board of Directors of the River Authority or Fiscal Committee
Deleted: ials
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relieved of personal liability for an individual security’s credit risk or market price
changes, provided deviations from expectations are reported in a timely fashion and
the liquidity and the sale of securities are carried out in accordance with the terms
of this policy.
Investments shall be made with judgment and care, under circumstances then
prevailing, which persons of prudence, discretion and intelligence exercise in the
management of their own affairs, not for speculation, but for investment,
considering the probable safety of their capital as well as the probable income to be
derived.
5. AUTHORIZED FINANCIAL DEALERS AND INSTITUTIONS
A list approved by the River Authority Board or Fiscal Committee will be
maintained of broker/dealers and financial institutions authorized to sell securities
to the Authority. The Board shall annually adopt the list of qualified broker/dealers
authorized to engage in investment transactions. These may include "primary"
dealers, regional dealers or brokers that qualify under Securities and Exchange
Commission Rule 15C3-1 (uniform net capital rule).
All broker/dealers and financial institutions who desire to be a certified counter-
party for investment transactions must supply the following as appropriate:
audited financial statements;
proof of Financial Industry Regulatory Authority (FINRA)
certification (as applicable);
proof of state registration;
completed broker/dealer questionnaire; and
certification of having received and thoroughly reviewed the River
Authority’s investment policy.
A current audited financial statement is required to be on file for each financial
institution and broker/dealer in which the River Authority invests.
6.. INTERNAL CONTROLS
The Director of Support Services is responsible for establishing and maintaining an
internal control structure designed to ensure that the assets of the River Authority
are protected from loss, theft or misuse. The internal control structure shall be
designed to provide reasonable assurance that these objectives are met. The
concept of reasonable assurance recognizes that (1) the cost of control should not
exceed the benefits likely to be derived; and (2) the valuation of costs and benefits
requires estimates and judgments by management. The Investment Officer will
perform an internal compliance audit of the procedures annually to assure
compliance with the Act and this Investment Policy
Deleted: responsibility
Deleted: ¶
Deleted: If
Deleted: the investment officer of the River Authority has a personal business relationship with a business organization offering to engage in an investment transaction with the River
Authority, the officer shall file a statement disclosing that
personal business interest. If the investment officer is related within the second degree by affinity or consanguinity, as
determined under Chapter 573, to an individual seeking to sell
an investment to the River Authority, the officer shall file a statement disclosing that relationship. Any statements, as
required, must be filed with the Texas Ethics Commission and
the River Authority Board of Directors. The investment
officer has a personal business relationship with a business
organization if:¶
¶the investment officer(s) owns ten percent or more of the
voting stock or shares of the business organization or owns
$5,000 or more of the fair market value of the business organization;¶
funds received by the investment officer(s) from the business
organization exceeds ten percent of the investment officer’s gross income from the previous year; or¶
the investment officer(s) has acquired from the business
organization during the previous year, investments with a book
value of $2,500 or more for the personal account of the
investment officer(s).¶
Deleted: ¶
Deleted: SAFEKEEPING AND CUSTODY¶
¶
a.
Deleted: will be
Deleted: provide investment services
Deleted: In addition, t
Deleted: a
Deleted: that are
Deleted: annually
Deleted: or
Deleted: become qualified bidders
Deleted: b
Deleted: Financial Services Manager
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An external auditor will perform an annual independent review to assure
compliance with policies and procedures. As part of the scope of the River
Authority’s annual audit, all internal controls on investments, safekeeping
procedures and investment procedures performance will be presented to the Fiscal
Committee by the Auditor. The internal controls shall address the following points:
a. Control of collusion
Collusion is a situation where two or more employees are working in
conjunction to defraud their employer.
b. Separation of transaction authority and action from accounting and record
keeping.
By separating the person who authorizes or performs the transaction from
the people who record or otherwise account for the transaction, a separation
of duties is achieved.
c. Custody and Safekeeping
Securities purchased by the Authority shall be settled delivery versus
payment into the River Authority’s designated depository bank.
Collateral pledged to the Authority for time and demand deposits in any
financial institution shall be held in an independent third-party institution
approved by the Authority.
d. Clear delegation of authority to subordinate staff members
Subordinate staff members must have a clear understanding of their
authority and responsibilities to avoid improper actions. Clear delegation
of authority also preserves the internal control structure that is contingent
on the various staff positions and their respective responsibilities.
e. Written confirmation on all transactions for investments and wire transfers
Due to the potential for error and improprieties all transactions should be
supported by written documentation and approved by the appropriate
independent person. Written communications may be via fax or email if on
letterhead and the safekeeping institution has a list of authorized signatures.
f. Delivery vs. Payment
All security trades will be executed by delivery vs. payment (DVP). This
ensures that securities are deposited in the Authority’s financial institution
Deleted: Accordingly, a
Formatted: Not Highlight
Commented [CE3]: This was moved here from reporting section
Formatted: Not Highlight
Deleted: A
Deleted: A
Deleted: i
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Deleted: s
Deleted:
Deleted: from any bank or dealer including appropriate collateral (as defined by State Law
Deleted: )
Deleted: held in safekeeping by either a third party financial institution or in
Deleted: iv
Deleted: v
Deleted: or telephone
Deleted: arising from telephone transactions,
Deleted: telephone
Deleted: communications
Deleted: c
Deleted: where applicable
Deleted: eligible
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prior to the release of funds. The safekeeping agent will hold securities as
evidenced by safekeeping receipts provided to the River Authority.
g. Monitoring Credit Ratings
The Investment Officer or Investment Aviser shall monitor, on no less than
a monthly basis, the credit rating on all authorized investments in the
portfolio based upon independent information from a nationally recognized
rating agency. If any security falls below the minimum rating required by
this Policy, the Investment Officer or adviser shall notify the General
Manager of the loss of rating, conditions affecting the rating and possible
loss of principal with liquidation options available, within three business
days after learning of the loss of the required rating.
h. Monitoring FDIC Status
The Investment Officer or Investment Adviser shall monitor, on no less than
a weekly basis, the status and ownership of all banks whose brokered
CDs are owned by the Authority based upon information from the FDIC.
If any bank has been acquired or merged with another bank in which
brokered CDs are owned, the Investment Officer or Investment Adviser
shall immediately liquidate any brokered CD which places the Authority
above the FDIC insurance level.
i. Competitive Bidding
All security transactions will be made on a competitive basis to assure the
Authority is receiving accurate market rates. When-issued securities shall
be compared to other securities available in the secondary market.
j. Un-authorized Investment
Should amendments be made to State Law or River Authority policy, the
River Authority will not be required to liquidate currently held investments
that were authorized investments at the time of purchase. At maturity or
liquidation, such monies shall be reinvested only as provided by this policy.
7. SUITABLE AND AUTHORIZED INVESTMENTS
a. Investment Types
Only the following will be authorized for investment by the Authority in
accordance with the Public Funds Investment Act. Changes to the Act will not be
authorized until the Policy is amended and adopted by the Authority Board.:
Deleted: custodian
Deleted: that
Deleted:
Deleted: has on file
Deleted: i
Deleted: ad
Deleted: the
Deleted:
Deleted: Exemption
Deleted: 5
Deleted: A
Deleted: Investments
Deleted: allowed under
Deleted: are
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i. Obligations of the United States or its agencies and instrumentalities,
excluding mortgage backed securities, not to exceed a stated maturity of
three (3) years;
ii. Direct obligations of this state or its agencies and instrumentalities or
obligations of states, agencies, counties, cities, and other political
subdivisions of any state rated as to investment quality by a nationally
recognized investment rating firm not less than A or its equivalent, in each
case not to exceed three (3) years to stated maturity
iii. Depository Certificates of Deposit (Section 2256.010)
A depository certificate of deposit is an authorized investment under this
subchapter if the certificate of deposit is issued by a state or national bank
that has its main office or a branch office in Texas and is:
A. guaranteed or insured by the Federal Deposit Insurance Corporation
or its successor;
B. secured by obligations described in Sections 7(a)(i) or (ii) of this
Policy or in any other manner provided by law for deposits of the
River Authority.
iv. Brokered Certificate of Deposit Securities (2256.010)
FDIC insured brokered certificates of deposit securities from a bank in any
US state, delivered versus payment to the Authority’s safekeeping agent,
not to exceed one year to maturity. Before purchase, the Investment Officer
or Adviser must verify the FDIC status of the bank on www.fdic.gov to
assure that the bank is FDIC insured.
v. Repurchase Agreements (Section 2256.011)
A. A fully collateralized repurchase agreement is an authorized
investment if the repurchase agreement:
(1) has a defined termination date;
(2) is secured by obligations described by Section 2256.009(a)
(1); and
(3) requires the securities being purchased by the River
Authority to be pledged to the River Authority, held in the
River Authority’s name, and deposited at the time the
Deleted: ¶
Deleted: , or guaranteed by, governmental entities. (Section 2256.009).¶¶
A. Except as provided by subsection (b), the following are
authorized investments under this subchapter:¶
¶
(1) obligations of
Deleted:
Deleted: ii.
Formatted: List Paragraph, Numbered + Level: 1 +Numbering Style: i, ii, iii, … + Start at: 1 + Alignment: Left +Aligned at: 1" + Indent at: 1.5"
Deleted: (2) d
Deleted: ;
Deleted: ¶¶
Deleted: (3) other obligations, the principal and interest of which are unconditionally guaranteed or insured by, or
backed by the full faith and credit of, this state or the United
States or their respective agencies and instrumentalities; and ¶
¶
(4)
Deleted: .
Formatted: Indent: Left: 1"
Deleted: B. The following are not authorized
investments under this section
Deleted: :¶¶(1) obligations whose payment represents the coupon
payments on the outstanding principal balance of the
underlying mortgage-backed security collateral and pays
no principal;¶
¶
(2) obligations whose payment represents the principal stream of cash flow from the underlying mortgage-
backed security collateral and bears no interest;¶
¶(3) collateralized mortgage obligations that have a
stated final maturity date of greater than 10 years; and¶ ...
Deleted: doing business in Texas
Deleted: domiciled in this state or a savings and loan
association domiciled in this state
Deleted: in accordance with this Policy
Deleted: that
Deleted: are described by Section 2256.009(a), including mortgage backed securities directly issued by a ...
Formatted: Line spacing: single
Formatted: Font: Not Italic
Formatted: Default Paragraph Font
Deleted: iii
Deleted: .
Deleted: under this subchapter
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investment is made with the River Authority or with a third
party selected and approved by the River Authority; and
(4) is placed through a primary government securities dealer, as
defined by the Federal Reserve, or a financial institution
doing business in this state.
B. In this section, “repurchase agreement” means a simultaneous
agreement to buy, hold for a specified time, and sell back at a future
date obligations described by Section 2256.009(a) (1), at a market
value at the time that funds are disbursed of not less than the
principal amount of the funds disbursed. The term includes a direct
security repurchase agreement and a reverse security repurchase
agreement.
C. Notwithstanding any other law, the term of any reverse security
repurchase agreement may not exceed 90 days after the date the
reverse security repurchase agreement is delivered.
D. Money received by the River Authority under the terms of a reverse
security repurchase agreement shall be used to acquire additional
authorized investments, but the term of the authorized investments
acquired must mature not later than the expiration date stated in the
reverse security repurchase agreement.
vi. Bankers’ Acceptances (Section 2256.012)
A bankers’ acceptance is an authorized investment under this subchapter if
the banker’s acceptance:
A. has a stated maturity of 180 days or fewer from the date of its
issuance;
B. will be, in accordance with its terms, liquidated in full at maturity;
C. is eligible for collateral for borrowing from a Federal Reserve Bank;
and
D. is accepted by a bank organized and existing under the laws of the
United States or any state, if the short-term obligations of the bank,
or of a bank holding company of which the bank is the largest
subsidiary, are rated not less than A-1 or P-1 or an equivalent rating
by at least one nationally recognized credit rating agency.
Deleted: iv
Deleted: .
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vii. Commercial Paper (Section 2256.013)
Commercial paper is an authorized investment under this subchapter if the
commercial paper:
A. has a stated maturity of 180 days or fewer from the date of its
issuance; and
B. is rated not less than A-1 or P-1 or an equivalent rating by at least:
(1) two nationally recognized credit rating agencies.
viii. Money Market Mutual Funds (Section 2256.014)
A. A money market mutual fund is an authorized investment under this
subchapter if the fund:
(1) is registered with and regulated by the Securities and
Exchange Commission;
(2) provides the River Authority with a prospectus and other
information required by the Securities Exchange Act of 1934
(15 U.S.C. Section 78a et seq.) or Investment Company Act
of 1940 (15 U.S.C. Section 80a-1 et seq.)
(3) Is AAA-rated;
(3) has a dollar-weighted average stated maturity of 60 days or
fewer; and
(4) includes in its investment objectives the maintenance of a
stable net asset value of $1 for each share
ix. Investment Pools (Section 2256.016)
A. The River Authority may invest its funds and funds under its control
in a AAA-rated (or equivalent) Texas local government investment
pool which strives to maintain a $1 net asset value. The governing
body of the River Authority by rule, order, ordinance, or resolution,
as appropriate, must authorize investment in the particular pool by
resolution.
x. Fully insured or collateralized interest bearing account in any bank in Texas.
Deleted: 270
Deleted: i.
Deleted: ; or¶¶
ii. one nationally recognized credit rating agency and
is fully secured by an irrevocable letter of credit issued by a bank organized and existing under the laws of the
United States or any state.
Deleted: no-load
Deleted:
Deleted: mutual
Deleted: (1)
Deleted:
Formatted: Indent: Left: 2.5", No bullets or numbering
Deleted: 2
Deleted: 9
Deleted: 3
Deleted: B. In addition to a no-load money market mutual fund permitted as an authorized investment in
Subsection (a), a no-load mutual fund is an authorized investment under this subchapter if the mutual fund:¶
¶
(1) is registered with the Securities and Exchange Commission;¶
¶
(2) has an average weighted maturity of less than two years;¶
¶
(3) is invested exclusively in obligations approved by
this subchapter;¶
¶
(4) is continuously rated as to investment quality by at least one nationally recognized investment rating firm of
not less than AAA or its equivalent; and¶
¶(5) conforms to the requirements set forth in Sections
2256.016 (b) and (c) relating to the eligibility of
investment pools to receive and invest funds of investing entities.¶
¶
C The River Authority is not authorized by this section to:¶
¶ ...
Deleted: vii
Deleted: Authorized Investments:
Deleted: through an eligible
Deleted: if t
Deleted: s
Deleted: An investment pool shall invest the funds it receives from entities in authorized investments ...
Deleted: B. To be eligible to receive funds from and invest funds on behalf of an
Deleted: entity under this chapter, an investment pool
must furnish to the investment officer or other authorized ...
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b. Collateralization
In accordance with state law on the Collateralization of Public deposits, the Public
Funds Collateral Act, Texas Government Code 2257 and the River Authority
depository contract, full collateralization will be required on all time and demand
deposits.
Time and Demand Deposits Pledged Collateral
All bank time and demand deposits shall be collateralized above the FDIC coverage
by pledged collateral. In order to anticipate market changes and provide a level of
security for all funds, collateral will be maintained and monitored by the pledging
depository at 102 percent of market value of principal and accrued interest on the
deposits. The bank shall monitor and maintain the margins on a daily basis.
Collateral pledged to secure deposits shall be held by an independent financial
institution outside the holding company of the depository. The written collateral
agreement with the depository shall be approved by resolution of the Bank Board
or Bank Loan Committee. The custodian shall provide a monthly report of
collateral directly to the Authority.
All collateral shall be subject to inspection and audit by the Authority or its
independent auditors.
Owned Repurchase Agreement Collateral
Collateral under a repurchase agreement is ‘owned’ by the River Authority. Collateral
will equal 102 percent of principal and interest at all times and be delivered versus
payment to the custodian. An executed copy of the Master Repurchase Agreement
must be approved before any transaction is initiated. Collateral will be evidenced by
safekeeping receipts clearly denoting River Authority ownership from the safekeeping
agent and held by an independent third party custodian approved by the River
Authority.
Authorized Collateral
Only the following securities are authorized as collateral for time and demand
deposits or repurchase agreements:
i. FDIC insurance coverage.
ii. Obligations of the United States, its agencies or instrumentalities, or
evidence of indebtedness of the United States guaranteed as to principal and
interest including MBS and CMO which pass the bank test.
iii. Obligations of any US state or of a county, city or other political subdivision
of any state having been rated as investment grade (investment rating no
less than “A” or its equivalent) by two nationally recognized rating
agencies.
iiii. Letter of Credit from the FHLB.
Deleted: viii. Portfolio of Certain Investment Pools
(Section 2256.017)¶
¶A public funds investment pool created to function, as a
money market mutual fund must mark its portfolio to
market daily and, to the extent reasonably possible, stabilize at a $1 net asset value. If the ratio of the market value of the
portfolio divided by the book value of the portfolio is less than 0.995 or greater than 1.005, portfolio holdings shall be
sold as necessary to maintain the ratio between 0.995 and
1.005.¶¶
ix. Advisory Board of Investment Pools (Section
2256.018)¶
¶
A. An investment pool other than a pool described by
Subsection (b) shall establish an advisory board composed of participants in the pool and other persons.¶
¶
B. A public funds investment pool created under Chapter 791 and managed by a state agency shall establish an
advisory board composed equally of participants in the pool
and other persons who do not have a business relationship with the pool. A board member must be qualified to advise
the pool.¶
¶Sec. 2256.019. Rating of Certain Investment Pools. A
public funds investment pool must be continuously rated no
lower than AAA or AAA-m or at an equivalent rating by at
least one nationally recognized rating service.¶
Deleted: certificates of deposits and repurchase agreements
Deleted: ¶¶
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c. Compliance with State Law
All authorized investments outlined above must meet the requirements of the Act.
No investment may be made in any instrument except as provided above.
8. INVESTMENT PARAMETERS
a. Diversification
The investments will be diversified by security type and institution.
b. Maximum Maturity
The River Authority shall limit their maximum final stated maturity to three (3)
years. To the extent possible, investments will be made to match anticipated cash
flow requirements.
c. Maximum Dollar-Weighted Average Maturity
The maximum dollar-weighted maturity of the total portfolio shall not exceed one
(1) year to maturity. In order to monitor risk and performance, the one-year
Treasury Bill for the comparable reporting period will be utilized as the benchmark
for the total portfolio.
9. REPORTING
a. Methods
An investment report will be prepared quarterly in accordance with the Act. The
report will include a management summary that provides the status of the current
investment portfolio . This report will be provided to the Board of Directors and
will be signed by the Director of Support Services and the Controller and the
Investment Adviser, if applicable.
b. Marking to Market
A statement of the market value of the portfolio shall be done quarterly using an
independent source. This will ensure accurate market values on the portfolio.
Deleted: A third party custodian designated by the River Authority will hold securities. The third party custodian shall
provide a monthly listing of the collateral pledged to the River
Authority marked to current market prices. The listing will
include total pledged securities itemized by name, type and
description of the security; safekeeping receipt number; par value; current market value; maturity date, if available; and
Moody’s or Standard & Poor’s rating if available. ¶
Deleted: Public Funds Investment
Deleted: , Section 2256 of the Texas Government Code
Deleted: 7
Deleted: five
Deleted: 5
Deleted: Unless matched to a specific cash flow and
authority is given to exceed, the River Authority will not
directly invest in securities maturing more than 5 years from
the date of purchase.
Deleted: s
Deleted: 8
Deleted: ,
Deleted: ing
Deleted: and investment transactions made over the last quarter
Deleted: ,
Deleted: Financial Services Manager,
Deleted: As part of the scope of the River Authority’s
Annual Audit, all internal controls on investments, safekeeping procedures and investment procedures performance will be
presented to the Fiscal Committee by the Auditor
Deleted: .
Deleted: ¶b. Performance Standards¶
Formatted: Left, Level 1, Keep with next
Deleted: ¶The investment portfolio will be managed in accordance with the
parameters specified within this policy.¶¶
The portfolio should obtain a market average rate of return during a
market/economic environment of stable interest rates. (The 3-month U.S. Treasury Bill rate is an appropriate benchmark standard)
Deleted: ¶
Deleted: c
Deleted: that the minimal amount of review has been performed on the investment portfolio in terms of value and subsequent price volatility.
Deleted: ¶d.
Deleted: Exemption
Deleted: ¶¶ ...
Deleted: ¶
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10. AMENDMENT AND ANNUAL ADOPTION OF THE POLICY
This policy shall be reviewed annually by the Board of Directors. The Board shall adopt,
by resolution or ordinance, the investment policy and strategies. The adopting resolution
shall reference all changes made to the policy.
11. INVESTMENT STRATEGIES
The River Authority operates with a pooled investment strategy recognizing the needs of the
individual funds of the River Authority in the comingled portfolio. The Authority intends to
generally match investments with the projected cash flows and liquidity needs in a laddered
portfolio and using generally a buy-and-hold strategy. In no case will the dollar-weighted average
maturity of the portfolio exceed one (1) year. The maximum final stated maturity of any
investment shall not exceed three years.
a. The Operating Funds of the River Authority include the General Fund and utility
funds.
Investment strategies for the operating funds of the River Authority have as their
objectives the following: to assure that the anticipated cash flows are matched with
adequate liquidity. During economic cycles, assuring that the investment portfolio
will experience minimal volatility. Investment purchases will be of high quality,
with short to medium term securities that complement each other in a laddered
portfolio structure.
b. Debt Service Funds
Investment strategies for the Debt Service Funds have as their primary objective
the assurance of investment liquidity adequate to cover obligations on required
payment dates. Securities purchased shall not have a stated maturity date, which
exceeds the unfunded required payment date and each successive debt service date
will be fully funded.
c. The Reserve Funds of the River Authority include debt service reserves and
construction and improvement reserves.
Investment strategies for the River Authority’s Reserve Funds have as the primary
objective the assurance of yield and availability should the reserve funds be
required. In addition, where applicable, all bond covenants must be followed.
d. The Capital Project Funds of the River Authority include projects funded by the
River Authority, Bexar County, the City of San Antonio and other funding partners.
Investment strategies for the River Authority’s project funds must first have as their
primary objective the assurance of meeting cash flow requirements on all
Deleted: 9
Deleted: S
Deleted: ¶¶
¶
Deleted: The Board of Directors must approve any changes upon recommendation of the General Manager, Financial Services
Manager or Director of Support Services charged with maintaining
internal controls.¶¶
Deleted: ¶
Deleted: 0
Deleted: and the investment strategies for
Deleted: are as follows:
Deleted: ¶¶
Deleted: :
Deleted: ¶The Operating Funds of the River Authority are:¶
General Fund¶
SARA Wastewater Fund¶
SARA Water Fund¶
Salatrillo Wholesale Fund¶
Deleted: T
Deleted: and will have a stated final maturity of five (5) years or less
Deleted: :
Deleted: ¶
Formatted: Indent: Hanging: 0.5", Space After: 6 pt
Deleted: The Debt Service Funds of the River Authority are:¶
SACIP Debt Service¶Martinez Construction & Improvement Debt Service¶
Salatrillo Construction & Improvement Debt Service¶
Salatrillo Reuse Debt Service¶Utility O&M Debt Service¶ ...
Deleted: R
Deleted: :
Deleted: ¶
Formatted: Indent: Left: 0"
Deleted: The Reserve Funds of the River Authority are:¶ ...
Deleted:
Deleted:
Deleted: investment liquidity and a low degree of volatility
Deleted: . Except as may be otherwise required, ...
Deleted: ) securities should be of high quality, with short to ...
Deleted: Purchased securities will have a stated final ...
Deleted: :
Deleted: ¶ ...
Formatted: Indent: Left: 0.5", Hanging: 0.5"
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contractual obligations. In addition, where applicable, all bond covenants must be
followed. All securities purchased must be of high quality; short to medium term
that complements each other in a laddered portfolio structure.
e. The Special Revenue Funds of the River Authority include grant funds, park
development funds and other special use funds.
Investment strategies for the special revenue funds of the River Authority have as
their objective assurance that the anticipated cash flows are matched with adequate
liquidity. During economic cycles, assure that the investment portfolio experiences
minimal volatility.
Approved:
_________________________________ _______________
Suzanne B. Scott, General Manager Date
Deleted: Purchased securities will have a stated final maturity of five (5) years or less.
Deleted: :
Deleted: ¶The Special Revenue Funds of the River Authority are:¶¶
Flood Tax Revenue¶
South Texas Regional Water Planning Group¶Regional Water Resource Development Group¶
Regional Water Alliance¶
City of Kenedy Desalination ¶Insurance Fund¶
TCEQ Clean Rivers Program¶
ESD Contracts Fund¶
Federal Contracts Fund¶
KarnesCounty Maintenance¶
Local Grants Fund¶SACIP Land Sales Fund¶
SARIDA Fund¶
Park Resources Development Fund¶
Deleted: s the following: To
Deleted: Investment purchases will be of high quality, with short to medium term securities that complement each other in
a laddered portfolio structure and will have a stated final
maturity of five (5) years or less.
Deleted: 10/16/2013_
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San Antonio River Authority
Authorized Broker/Dealer List
2014
The authorized broker/dealer list for 2014 for the San Antonio River Authority is shown below.
Each of these firms, and the individual covering the account, are sent the current Investment
Policy. In accordance with the Public Funds Investment Act (TX Gov’t Code 2256.005(k)), before
any broker/dealer transacts business with the Authority, it will have had to certify in writing to a
review of the Policy and have certified that procedures are in place to assure compliance with
that Policy.
The Authority’s Investment Policy establishes specific criteria for the brokers and requires that
the list of broker/dealers be approved annually by the Board. Patterson & Associates maintains
the brokerage compliance files for the Authority.
When any material changes are made to the Investment Policy, the new Policy is sent out to the
approved broker/dealers for re- certification.
Duncan Williams
First Southwest Company
Merrill Lynch
Mizuho Securities
Morgan Stanley
Mutual Securities
Piper Jaffray
Raymond James
RBC Capital Markets
Stifel Nicolaus
Wells Fargo
Formatted: Centered
Formatted: Justified
Formatted: Justified, Indent: First line: 0.5"
Formatted: Justified
Formatted: Justified, Indent: First line: 0.5"
Formatted: Justified
Formatted: Justified, Indent: First line: 0.5"
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CERTIFICATE OF SECRETARY
SAN ANTONIO RIVER AUTHORITY §
§
SAN ANTONIO, BEXAR COUNTY, TEXAS §
I hereby certify the above and foregoing to be a duplicate original of Ordinance No. O-13
of the Board of Directors of the SAN ANTONIO RIVER AUTHORITY as passed and approved
by the members of said Board at a regular meeting of the Board of Directors of said AUTHORITY
held on November 19, 2014, in Bexar County, Texas, at which a quorum was present, as shown
by the Minutes of said meeting.
IN TESTIMONY WHEREOF, witness my hand and the official seal of the SAN ANTONIO
RIVER AUTHORITY on this the 19thday of November, A.D., 2014 in the City of San Antonio,
Bexar County, Texas.
HECTOR R. MORALES, Secretary
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ORDINANCE NO. O-1393
AN ORDINANCE OF THE BOARD OF DIRECTORS OF THE SAN ANTONIO
RIVER AUTHORITY ADOPTING AND PROMULGATING A FEE
SCHEDULE FOR THE MISSION AND MUSEUM REACHES OF THE SAN
ANTONIO RIVER IMPROVEMENTS PROJECT FOR LARGE SCALE
EVENTS, WEDDINGS AND PAVILION RESERVATIONS.
Preamble
WHEREAS, The San Antonio River Authority through agreements with Bexar County, the
City of San Antonio and the National Parks Service operate and maintain the Mission Reach and
Museum Reach of the San Antonio River Improvements Project; and
WHEREAS, it is the policy of the San Antonio River Authority to recover the costs of
large scale events, weddings and pavilion reservations on the Mission and Museum Reaches
whenever practicable; and
WHEREAS, it is in the public interest to regulate and receive compensation for activities
that occur on the Mission Reach and Museum Reach of the San Antonio River Improvements
Project that either provide a disruption to the normal use of the recreational assets and/or provide
a monetary benefit to the planner;
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF DIRECTORS OF THE SAN
ANTONIO RIVER AUTHORITY:
That the Fee Schedule for San Antonio River Mission and Museum Reach event reservations,
attached hereto as Exhibit “A” be and the same hereby are adopted and promulgated.
PASSED AND APPROVED this _____ day of ________________, 20____.
SALLY BUCHANAN, Chairman
ATTEST:
______________________________________
HECTOR R. MORALES, Secretary
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ACKNOWLEDGEMENT OF CHAIRMAN
STATE OF TEXAS §
§
COUNTY OF BEXAR §
BEFORE ME, the undersigned authority, on this day personally appeared SALLY
BUCHANAN, Chairman of the Board of Directors of the SAN ANTONIO RIVER AUTHORITY,
a political subdivision of the State of Texas, known to me to be the person and officer whose name
is subscribed to the foregoing instrument, and acknowledged to me that she executed the same for
the purposes and consideration therein expressed, in the capacity therein stated, and as the act and
deed of said political subdivision.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this ____ day of
____________________, 20____.
____________________________________________
LINDA KAY WHITAKER, Notary Public
In and for the State of Texas
My commission expires: 9/12/2016
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CERTIFICATE OF SECRETARY
SAN ANTONIO RIVER AUTHORITY §
§
BEXAR COUNTY, TEXAS §
I hereby certify the above and foregoing to be a duplicate original of Ordinance
No.O-XXXX of the Board of Directors of the SAN ANTONIO RIVER AUTHORITY as passed
and approved by the members of said Board at a regular meeting of the Board of Directors of said
AUTHORITY held on ________________, 20____, in the City of San Antonio, Bexar County,
Texas, at which a quorum was present, as shown by the minutes of said meeting.
IN TESTIMONY WHEREOF, witness my hand and the official seal of the SAN
ANTONIO RIVER AUTHORITY on this the ____ day of _________, 20___, in the City of San
Antonio, Bexar County, Texas.
____________________________________
HECTOR R. MORALES, Secretary
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Exhibit A. Fee schedule for event, wedding and pavilion reservations on the San Antonio River
Improvements Project.
I. Races on Mission and Museum Reaches of the San Antonio River
Number of Event
Attendees Non-Profit Trail Usage
Rate* Commercial Trail
Usage Rate Trail Usage Deposit
Fee (refundable)
26-100 $200 $300 $1,500
101 - 250 $400 $600 $1,500
251 - 500 $750 $1,000 $1,500
501 – 1,000** $1,200 $1,500 $1,500
*Only designated non-profits and government agencies qualify for non-profit rates
**Events over 1,000 participants are considered and approved on a case by case basis
II. Weddings on the Museum Reach of the San Antonio River
Wedding Location Maximum Number of
Participants/ Guests 1 hour Wedding
Usage Fee Deposit Fee (refundable)
La Gloria 6 $200 $75
Pearl 6 $200 $75
Myrtle Overlook 20 $200 $75
SAMA 20 $200 $75
Brooklyn Overlook 8 $200 $75
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III. Pavilion Rentals on the Mission Reach of the San Antonio River
Pavilion number and
Location Maximum Number of
Participants/ Guests Dawn to Dusk
Pavilion Usage Fee Deposit Fee (refundable)
#1 Concepcion Portal 50 $150 $75
#2 Mission Road 40 $200 $75
#3 Roosevelt Ave 45 $150 $75
#4 Padre Park 50 $300 $75
#5 Acequia Park 85 $300 $75
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84th Texas Legislative Session
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2
OVERVIEW OF 84th LEGISLATIVE AGENDA
In preparation for the 84th Texas Legislative Session, the San Antonio River Authority (River
Authority) identified thirty-three major legislative initiatives for the staff to track and support or
oppose over the next regular session. In addition to the specific items listed, staff will monitor
and track any legislation that may impact the River Authority’s elections, taxing authority and
general operations. The River Authority staff will also monitor water-related legislation
pertaining to our four-county district and, as these issues arise, positions will be developed and
presented.
The River Authority’s Legislative Agenda for the 84th Texas Legislative Session includes thirty-
three issues, placing them in the following categories; Items to Initiate, Items to Support, Items
to Monitor and Items to Oppose. Staff will present the issues and position statements to the River
Authority Board of Director’s Executive Committee on October 8, 2014. The Committee will
review the issues, identify the priorities and revise the statements to better reflect the position of
the River Authority.
The River Authority’s Intergovernmental and Community Relations Department (IGCR)
coordinates the legislative agenda. During the session, IGCR staff will work with members of the
Legislature, committee staff, professional organizations and the River Authority’s lobby team to
convey and obtain feedback regarding the River Authority’s legislative positions and on
individual bills under consideration. Reports tracking the status and progress of priority issues
and legislation will be presented regularly at the River Authority’s monthly Board of Directors
Executive Committee meetings.
This report contains a summary of the staff legislative recommendations followed by a more
detailed explanation of each recommendation. For more information on the River Authority’s
Legislative Agenda, please contact Brian Mast, Intergovernmental Relations Specialist, at (210)
302-3287 or Julia Velez at (210) 302-3641.
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3
SUMMARY OF STAFF LEGISLATIVE RECOMMENDATIONS
The legislative recommendations are divided into four categories: items to initiate; items to
support; items to monitor; and items to oppose. The following items have been identified.
Items to Initiate
Issue Notes
No items to recommend at this time
Items to Support (in alphabetical order)
Issue Notes
Clean Rivers Program Staff recommends supporting funding efforts that
return the Clean Rivers Program funding to its
historical level.
Elimination of Sporting Goods Sales
Tax Diversions
Staff recommends supporting legislation that will
eliminate the diversions of dedicated taxes,
particularly the Sporting Goods sales tax which is
dedicated to supporting Texas State and local parks.
Environmental Flows Adaptive
Management Funding
Staff recommends supporting efforts to fund the
adaptive management phase of the SB 3
Environmental Flows Program including supporting
TWDB’s budget request for funding environmental
flows studies.
Illegal Dumping Mitigation
Programs
Staff recommends supporting legislation that will
improve state and local officials’ ability to combat
illegal dumping.
State Environmental Water Policy Staff recommends supporting legislation that would
initiate State agency discussions regarding a unified
environmental water policy.
State Feral Hog Program Staff recommends supporting legislation that would
create an effective feral hog population control
program.
State Implementation of the National
Flood Insurance Program (NFIP)
Staff recommends supporting legislation related to
funding Texas Water Development Board
implementation of this program.
State Pharmaceutical Take-Back
Program
Staff recommends supporting legislation that would
create a state-wide pharmaceutical take-back program
to curtail unused and unwanted pharmaceuticals from
entering waste water streams.
Stormwater Runoff Reduction Staff recommends supporting legislation that would
adopt a strategy to reduce stormwater runoff from
new developments.
Tire Recycling Program (State or
County led)
Staff recommends supporting legislation that would
implement a tire recycling program.
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4
Items to Monitor (in alphabetical order)
Issue Notes
Constituents of Emerging Concern Staff will monitor any legislation related to SB 1757
passed in the 81st session and/or other water
monitoring issues and may move this item to
“support” category, particularly if legislation is filed
to fund further water monitoring programs.
County Zoning Authority Staff will monitor any legislation related to this issue
and may move this item to “support” or “oppose”
category depending on the scope and nature of the
legislation. Urban counties have sought zoning
authority in the last several sessions.
Dam Safety Issues Staff will monitor any legislation related to this issue
and may move this item to either the “support” or
“oppose” category depending upon the impact of any
new proposed fees on the River Authority and how
any new fees specifically support the Dam Safety
Program. HB 2694 in the 82nd Legislature exempted
certain dams from TCEQ’s dam safety requirements
and HB 677 extended that exemption to more
facilities.
Desalination Issues Staff will monitor any legislation related to this
interim charge and may move this item to “support”
category, particularly if legislation is filed to fund
desalination.
Edwards Aquifer Issues Staff will monitor any legislation related to this issue
and may move this item to “support” or “oppose”
category depending on the scope and nature of the
legislation.
Eminent Domain Issues Staff will monitor any legislation related to this issue.
Endangered Species Issues Staff will monitor any legislation related to this issue
and may move this item to “support” or “oppose”
category depending on the scope and nature of the
legislation.
Environmental Flows Adaptive
Management Clarification
Staff will monitor any legislation related to clarifying
the adaptive management phase of the environmental
flows program and may move this item to either the
“support” or “oppose” category depending upon the
impact to the State’s original intent in developing the
environmental flows program.
Groundwater Management Issues Staff will monitor any legislation related to this issue.
Litter and Trash Reduction Programs Staff will monitor any legislation related to this issue
and may move this item to the “support” category
depending on how specific legislation is drafted.
Municipal Tree Ordinances Staff will monitor any legislation related to this issue
particularly with regards to legislation seeking to
strike existing tree ordinances. Staff may move this to
the “oppose” category particularly if the City of San
Antonio’s tree ordinance is targeted.
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5
Oil, Gas and Mineral Exploration Staff will monitor any legislation related to these
issues particularly with regards to sustaining
economic development and preserving our
watershed’s natural resources.
Procurement Process Staff will monitor any legislation related to this issue
and may move this item to “support” or “oppose”
category depending on the scope and nature of the
legislation.
Property Appraisals and Revenue
Caps
Staff will monitor any legislation related to this issue.
Regional Water Quality Standards Staff will monitor any legislation related to this issue.
Reuse and Wastewater Return Flows Staff will monitor any legislation related to this issue.
Review of State-Created River
Authorities
Staff will monitor any legislation related to this issue
and will move this item to “oppose” category if the
River Authority is negatively impacted.
State Agency Rule Making Staff will monitor any legislation related to this issue
and may move this item to “support” or “oppose”
category depending on the scope and nature of the
legislation.
State Water Planning / Funding Staff will monitor any legislation related to this issue.
Tax Increment Financing (TIF) Staff will monitor any legislation related to this issue
particularly with regards to formation of a TIF
oversight board.
Texas Bottle Bill – Beverage
container deposit bill.
Staff will monitor any legislation related to this issue.
Texas Parks and Wildlife
Department (TPWD) Matching
Grants
Staff will monitor any legislation related to this issue
and the budget process to ensure these programs
remain funded.
Items to Oppose
Issue Notes
Unfunded Mandates Staff will recommend opposing legislation that would
result in additional unfunded state mandates.
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6
Items to Initiate
At present there are no items to recommend; however, as issues develop staff may shift items
into this category.
Items to Support
Clean Rivers Program (CRP)
In the 82nd Legislature, the Texas Commission on Environmental Quality (TCEQ) and other
state agencies were asked to identify how they would implement a ten percent reduction in
funding. Based upon the 82nd Legislature budget negotiations and TCEQ management decisions,
the Clean Rivers Program realized a ten percent funding reduction in FY 2012 and FY 2013.
In recent meetings with TCEQ, the River Authority learned how the TCEQ will distribute the ten
percent funding cut realized in the last budget. The CRP historic budget was $10,000,000 per
biennium. From the CRP legislation, TCEQ utilized ten percent ($1,000,000) of those funds for
administering the program, which left $9,000,000 for partner contracts.
For the FY 2014-2015 biennium, the CRP is to operate with a ten percent ($1,000,000) budget
reduction, which leaves $9,000,000 for the entire program. For the FY 2014-2015 biennium, the
TCEQ is proposing to reduce the operating budget for administering the program by 50 percent.
This would require $250,000/FY with a total budget of $500,000. This left $8,500,000 budget
for the CRP partner contracts. TCEQ also implemented, per the request of program partners,
including SARA, the same percent budget reduction apply to all project partners.
For the FY 2016-17 biennium, the CRP cooperating partners are seeking to bring the CRP
program funding back to historical levels and push to account for inflation over the past twenty-
three years. The labor and equipment costs for supporting the CRP have risen since the
program’s inception but there has never been a budget increase to mitigate these real costs of
conducting the monitoring program.
Staff recommends supporting funding efforts that, at a minimum, increase the CRP funding to its
historical levels.
Elimination of Sporting Goods Sales Tax Diversions
When the Sporting Goods Sales Tax was implemented the generated revenue was to be dedicated
to operating and maintaining Texas’ State, regional and local parks. Since the revenue was not
constitutionally dedicated to the maintenance of Texas’ parks the legislature has utilized the
majority of this revenue to balance other areas of the State budget. Over the past couple of
sessions the legislature has sought to curtail or eliminate the diversion of legislatively dedicated
revenue.
Staff recommends supporting legislation that will eliminate the diversion of the Sporting Goods
Sales Tax for purposes other than the original legislative intent.
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7
Environmental Flows Adaptive Management Funding
The Texas Legislature passed environmental flow provisions in the Texas Water Code with
Senate Bill 3, Article I 80(R). In recognition of the importance that the ecological soundness of
our riverine, bay, and estuary systems and riparian lands has on the economy, health and well-
being of our state, the 80th Texas Legislature created the Environmental Flows Advisory Group.
Senate Bill 3 provides for adaptive management strategies as better science is developed,
acknowledges the uniqueness of each river basin, and establishes regional bay and basin
stakeholder groups and expert science teams to recommend environmental flow levels needed for
the bay and basins to maintain the essential balance between human needs and environmental
needs. The River Authority firmly believes the state needs to develop statewide consistency and
coordination to environmental flow studies and methodologies for our rivers, streams, bays and
estuaries as laid out in Senate Bill 3, Article 1.
The Science Advisory Committee serves as an objective scientific body to advise and make
recommendations to the Environmental Flows Advisory Group on issues relating to the science
of environmental flows and the development of environmental flows standards. The Science
Advisory Committee developed recommendations on clarifying the adaptive management phase
of the program and funding the scientific studies identified in the Work Plans for Adaptive
Management adopted by the stakeholder groups engaged in the SB 3 environmental flows
program.
Staff recommends supporting the Texas Water Development Board’s Legislative Appropriations
Request (LAR) for $2M for environmental flows studies. Staff also recommends supporting
legislation that would further clarify the adaptive management phase of the SB 3 Environmental
Flows Program.
Illegal Dumping
Illegal dumping continues to be an issue in the San Antonio River Watershed. In the first half of
2014 alone the River Authority’s Watershed Park Operations Department has collected and
disposed of over forty-four tons of trash following rain events. The River Authority continues to
sponsor household hazardous waste collection events in the southern basin which aids in
removing paints, acids, tires, electronic waste and unused or unwanted pharmaceuticals from the
environment.
Staff recommends supporting legislation that would assist local communities in fighting illegal
dumping.
State Environmental Water Policy
The River Authority believes the State of Texas would benefit from the creation of a unified
State Environmental Water Policy that would provide clear direction to the State’s natural
resource agencies. Presently, there is not a unified approach to water issues amongst the state
agencies which occasionally leads to policy decisions pitting agencies on different sides of an
issue. Having a State Environmental Water Policy would also provide local project sponsors
some assurances that when requesting federal support for a project the state agencies will be
more likely to communicate a unified coherent message of support or otherwise.
Staff recommends supporting legislation that would initiate the discussion on the creation of a
State Environmental Water Policy.
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8
State Feral Hog Program
Feral hogs are unprotected, exotic, non-game animals. Therefore, they may be taken by any
means or methods at any time of year. There are no seasons or bag limits, however a hunting
license and landowner permission are required to hunt them.
Feral hogs are distributed throughout much of Texas, generally inhabiting the white-tailed deer
range, with the highest population densities occurring in East, South and Central Texas. North
and West Texas have very low or no populations. However, reports indicate that populations are
beginning to expand and increase in these areas. There is currently an estimated population in
excess of 1.5 million feral hogs in Texas.1 It is estimated to keep the population at its current
level a locality would have to remove 70% of the population annually to maintain the current
population and distribution. In the San Antonio River Basin feral hogs are contributing to stream
and river bank erosion and bacteria issues along the main stem and tributaries of the San Antonio
River.
In the 81st Legislature HB 716 was passed which permitted hunting by helicopter to remove feral
hogs from lands. Staff recommends supporting any legislation that seeks to create and fund a
feral hog population control program.
State Implementation of the National Flood Insurance Program (NFIP)
SB 1436 80(R) transferred the National Flood Insurance Program (NFIP) from the TCEQ to the
TWDB. The River Authority supported the Texas Floodplain Management Association (TFMA)
by drafting and submitting a letter supporting additional funding for the TWDB’s administration
of the NFIP. In particular, the Regional Coordinating
Staff recommends supporting legislation which identifies further funding, efficiencies and
effectiveness of the State’s NFIP program.
State Pharmaceutical Take-Back Program
The River Authority conducts pharmaceutical take back events 5 times a year in the southern
basin and partners with SAWS to promote MedDrop events in San Antonio. Outside of these
planned one-day events there are very limited avenues for residents to appropriately discard
unused or unwanted medications. A statewide pharmaceutical take-back program can be
developed based on the television take-back program developed by SB 329 in the 82nd
Legislature that established “a comprehensive, convenient, and environmentally sound program
for the collection and recycling of television equipment,” that is “based on individual television
manufacturer responsibility and shared responsibility among consumers, retailers and the
government of this state.”2
Staff recommends supporting legislation which creates a statewide pharmaceutical take-back
program to protect the waters of the state and drinking water resources.
1 http://www.tpwd.state.tx.us/huntwild/wild/nuisance/feral_hogs/ 2 TAC Title 30, Part I, Ch. 328, Subchapter J, Rule §328.161
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Stormwater Runoff Reduction
The River Authority recommends legislation that would require zero stormwater runoff for the
first half inch of rain for new development construction. Legislation could phase in the
stormwater reduction over time (ex. quarter inch by 2015 and half inch by 2018).
Tire Recycling
The River Authority has witnessed more used tires being illegally dumped within our basin. This
issue has been previously discussed with the Bexar Regional Watershed Management Committee
of Seven (BRWM C7). Senator Uresti introduced a tire recycling bill for Maverick County in
the 81st Legislature which may serve as a model for a local bill should the River Authority and /
or Bexar County are interested in a local solution. If the River Authority and / or Bexar County
are interested in pursuing a local bill that implements a tire recycling fee or tire recycling
program, the Senator would be a potential bill sponsor.
Staff recommends supporting legislation that would address tire recycling through either a
statewide or local initiative.
Items to Monitor
Constituents of Emerging Concern: Mercury, Arsenic and Pharmaceuticals
During the 81st Legislature’s interim the Senate Natural Resources Committee assessed issues
concerning mercury and arsenic emissions to identify the sources of mercury and arsenic
pollution in water. The Committee also investigated the status of drinking water, reservoir, river,
estuary, and fish and wildlife mercury and arsenic monitoring programs in Texas.
“Constituents of Emerging Concern" can be broadly defined as any synthetic or naturally
occurring chemical or any microorganism that is not commonly monitored in the environment
but has the potential to enter the environment and cause known or suspected adverse ecological
and/or human health effects.
A study of 139 streams throughout the country detected 82 chemicals in 80 percent of the
waterways tested in 1999-2000, according to the U.S. Geological Survey’s (USGS) Toxic
Substances Hydrology Program. The most common chemicals were steroids (anti-inflammatory
drugs), antibiotics, nonprescription drugs, caffeine and insect repellent.
Potential water quality contaminants are flushed into ground and surface water from a variety of
sources. The most common are wastewater from sewage treatment plants; run-off from
agricultural land uses, particularly from industrial scale livestock facilities; and discharge from
individual septic systems. Conventional sewage treatment varies greatly in its ability to eliminate
drug or personal care product residues.
Staff will monitor any legislation related to the interim charge and/or other water monitoring
issues and may move this item to the “support” category, particularly if legislation is filed to
fund further water monitoring programs.
*Emerging Contaminant information comes from USGS and the Water Systems Council.
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County Zoning Authority
Bexar and other urban counties have sought the authority to regulate land development in the
unincorporated areas of their jurisdiction over the course of the last several sessions. The bills
typically require a local option election that would allow the registered voters of the county to
approve or deny the county the zoning authority.
Staff will monitor any legislation related to this issue and may move this item to the “support” or
“oppose” category depending on the nature and scope of the legislation.
Dam Safety Issues
During the 82nd Legislature House Bill 2694 exempted certain dams located on private property
from meeting dam safety requirements. This exemption was due to expire on August 31, 2015,
however the 83rd Legislature passed HB 677 which repealed the exemption expiration thereby
eliminating the TCEQ’s dam safety inspections of certain privately owned dams. Additionally,
HB 677 further extended the dam safety exemption for dams on private property in counties with
populations less than 350,000. Previously the exemption was only extended to dams on private
property in counties with populations less than 215,000. For this reason dam safety issues may
be addressed again in the 84th Legislature.
TCEQ has considered implementing new fees to fund the Dam Safety Program. Two fees have
been discussed: a Dam Inspection Fee and an Annual Dam Registration Fee. The funds raised by
the proposed fees would support the Dam Safety Program; however, the fee amounts and how
they would support the program have yet to be disclosed.
Staff will monitor any legislation related to these issues and may move this item to either the
“support” or “oppose” category depending upon the scope of additional safety inspection
exemptions, the impact of any newly proposed fees on the River Authority and how the newly
generated funds will specifically support the Dam Safety Program.
Desalination Issues
During the interim session, the Senate Natural Resources Committee evaluated the progress of
the state's goal of promoting desalination projects across the state (brackish and seawater),
including their future expansion to assist in meeting the state's water needs. Similarly the House
Natural Resources Committee evaluated the status of desalination projects in Texas, including an
evaluation of the regulation of brackish groundwater and whether opportunities exist to facilitate
better utilization of this groundwater to meet future needs.
Staff will monitor any legislation related to these interim charges and may move this item to the
“support” category, particularly if legislation is filed to fund desalination research and projects.
Edwards Aquifer Issues
Staff recommends monitoring any legislation that may impact the management of the Edwards
Aquifer including, but not limited to, the reuse of Edwards Aquifer derived effluent.
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Eminent Domain
As a result of the U.S. Supreme Court decision in Kelo vs. City of New London, which affirmed
the right of some governments to exercise the power of eminent domain for economic
development purposes, many state Legislatures such as Texas passed new laws to clarify how
some governments can exercise the power of eminent domain for economic development
purposes. In the 82nd session Senate Bill (SB) 18 was passed as a comprehensive eminent
domain reform bill. It is possible that the Legislature may revisit this issue.
Staff will monitor any legislation related to this issue and may move this item to the “oppose”
category, particularly if additional legislation limits or prohibits the use of eminent domain for
the types of infrastructure that the River Authority and other water agencies implement.
Endangered Species Issues
The whooping crane litigation remains under appeal and could be appealed to the Supreme
Court. The legislature could choose to identify a state solution to this endangered species issue
however it is unlikely to act with litigation pending. Staff is presently unaware of any draft
legislation regarding the whooping crane issue or any other legislation pertaining to endangered
species in general.
The Texas Comptroller’s office has been charged with tracking the economic impact of federal
action on endangered species through the Interagency Task Force on Economic Growth and
Endangered Species. The task force provides policy and technical assistance to local and regional
governmental entities and communities engaged in economic development activities. Presently,
SARA staff monitors the activities of the task force and will continue to do so in through the
session.
Staff will monitor this issue closely and may move this item to the “support” or “oppose”
category depending on the legislation.
Environmental Flows Adaptive Management Clarification
The Texas Legislature passed environmental flow provisions in the Texas Water Code with
Senate Bill 3, Article I 80(R). In recognition of the importance that the ecological soundness of
our riverine, bay, and estuary systems and riparian lands has on the economy, health and well-
being of our state, the 80th Texas Legislature created the Environmental Flows Advisory Group.
Senate Bill 3 provides for adaptive management strategies as better science is developed,
acknowledges the uniqueness of each river basin, and establishes regional bay and basin
stakeholder groups and expert science teams to recommend environmental flow levels needed for
the bay and basins to maintain the essential balance between human needs and environmental
needs. The River Authority firmly believes the state needs to develop statewide consistency and
coordination to environmental flow studies and methodologies for our rivers, streams, bays and
estuaries as laid out in Senate Bill 3, Article 1.
The Science Advisory Committee serves as an objective scientific body to advise and make
recommendations to the Environmental Flows Advisory Group on issues relating to the science
of environmental flows and the development of environmental flows standards. The Science
Advisory Committee developed recommendations on clarifying the adaptive management phase
of the program and funding the scientific studies identified in the Work Plans for Adaptive
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Management adopted by the stakeholder groups engaged in the SB 3 environmental flows
program.
Staff will monitor this issue closely and may move this item to the “support” or “oppose”
category depending on the legislation.
Groundwater Management Issues
The House and Senate Natural Resources Committees had interim charges to make
recommendations on the management of groundwater resources.
The Committees’ interim report should include an assessment of the following:
Evaluate the availability, management, and development of groundwater in the state.
Consider the economic, environmental, and social impacts of groundwater usage and
production in the agricultural, municipal, and energy sectors. In particular, examine
methods to facilitate further development of brackish groundwater resources and to
improve the consistency and certainty of permitting by groundwater districts without
undercutting reasonable regional and local regulation of groundwater; and
Study and make recommendations to encourage the use of brackish water including
but not limited to Aquifer Storage and Recovery and Desalination.
Staff will monitor any legislation related to this interim charge.
Litter and Trash Reduction Programs
General litter and trash issues impact the health and quality of life in the San Antonio River
Watershed as well as impact the River Authority’s annual budget. The River Authority
encourages basin residents to use reusable shopping bags whenever they shop through education
outreach activities and through reusable bag give-aways. In each of the last three Legislatures,
several bills have been filed that aimed at reducing the use of single use plastic bags. While these
bills aimed at reducing pollution they only targeted one item of a much larger general waste
stream that includes plastic bottles, Styrofoam, glass and paper containers.
Staff monitor any legislation related to these issues and may move this item to the “support” or
“oppose” category, depending on the nature and scope of the legislation.
Municipal Tree Ordinances
Staff will monitor any legislation related to this issue particularly with regards to bills seeking to
strike existing tree ordinances. Staff may move this to the “oppose” category particularly if the
City of San Antonio’s tree ordinance is targeted.
Oil, Gas and Mineral Exploration
SARA supports the continued economic growth brought by the Eagle Ford Shale, yet we
recognize that sustainable practices can balance cost without compromising the health of the
rivers and creeks within the San Antonio River Watershed. SARA seeks to focus on practices
that preserve and enhance water quality, land use practices that preserve natural watershed
functions to manage the quantity and quality of stormwater runoff, road infrastructure and
floodplain land use and development issues that frequently accompany rapid growth associated
with successful oil and gas exploration.
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Staff will monitor legislation that pertains to oil, gas and mineral exploration to determine if such
bills will assist the communities in the San Antonio River Watershed with the rapid growth,
transportation, economic development and natural resource issues they are experiencing.
Procurement Process
House Bill (HB) 1886 80(R), Design Build and Alternative Project Delivery, made a number of
positive changes in construction project delivery procedures. The bill expanded the use of
competitive sealed proposals and construction management at risk into infrastructure markets.
Included in the bill are design-build for roads, water facilities and other civil works projects. The
River Authority supported this bill in the 80th session and its passage provides the River
Authority with greater flexibility with regards to procurement activities. Senate Bill (SB) 229
81(R), further expanded the use of Design Build and Alternative Project Delivery to
governmental bodies serving populations of 100,000 or more people.
The House Committee on Government Efficiency and Reform has also studied the utilization of
alternative project delivery methods, such as design-build and construction-manager-at-risk, by
municipalities, water districts, and authorities, and other local governmental entities since the
passage of HB 1886, 80th Legislature during the interim.
Staff will monitor any legislation related to these interim charges and may move this item to the
“support” or “oppose” category, depending on the scope and nature of the legislation.
Property Appraisals and Revenue Caps
In past interim sessions the House Committee on Land and Resource Management has examined
the body of law to determine the amount of compensation property owners receive when their
land is condemned, in whole or in part, and studied the appropriateness of Texas’ compensation
scheme as compared to others.
Staff will monitor any legislation related to this issue and may shift this issue to the “oppose”
category, particularly if legislation would imbalance the compensation equation
disproportionately towards property owners.
Regional Water Quality Standards
In the 80th interim session the Senate Natural Resources Committee studied the need for regional
water quality standards, particularly in the Edwards and Barton Springs recharge zones.
Staff will monitor any legislation related to this issue.
Reuse and Wastewater Return Flows
Reuse (treated wastewater return flows) is an important conservation and water management
strategy. It is a key component to meeting the needs of manufacturing, irrigation, municipal and
potentially environmental flow demands. The State Water Plan identifies an increase in the
usage of reuse over the 50-year planning horizon from three percent in 2000 to seven percent in
2050. Reuse reduces the need for costly investment in the development of new surface or
groundwater supplies. Reuse water is also critical to supporting environmental needs,
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particularly base instream flows and freshwater inflows to bays and estuaries. Many years ago
the San Antonio River relied on the spring flows from San Antonio and San Pedro Springs;
however, increased pumping from the Edwards Aquifer resulted in minimal or intermittent
spring flow. In spite of this, the river still flows, but relies on a spring flow surrogate—treated
wastewater return flows. Downstream water needs on the San Antonio River are also currently
being met by treated wastewater return flows. Wastewater return flows are critical for managing
our river’s environmental ecosystem and supporting the health of San Antonio Bay.
Staff supports a state policy that links environmental flows and the use of wastewater return
flows (reuse) that will provide adequate protections for downstream flows for the environment.
An ideal state policy will allow for a basin by basin or regional approach to the reuse issue rather
than a one size fits all statewide solution.
Staff will monitor any legislation related to this issue.
Review of State-Created River Authorities
In the 81st Legislature the Senate Natural Resources Committee reviewed the advisability of
subjecting river authorities to Sunset Committee review. The Committee considered options for
ensuring adequate protection of public assets, improving transparency of operations, enhancing
appropriate access to financial and management records, and authorizing audits by the State
Auditor’s office.
House Bill 2362 from the 83rd Legislature required the Lower Colorado River Authority and
Brazos River Authority to be subject to an efficiency review by the Legislative Budget Board.
The Board may “review and analyze the effectiveness and efficiency of the policies,
management, fiscal affairs, and operations of a river authority,” and present the findings to the
governor and legislature.
Additionally, the Senate Natural Resources Committee was given an interim charge to study “the
current accountability of river authorities to the legislature and the customers served by the
authorities along with their transparency to members of the public. Make recommendations for
improvements if necessary. Investigate the role of river authorities in the regional water planning
process and the implementation of projects in the state water plan. Receive an update on any
ongoing audits of river authorities from the State Auditor's Office and the Legislative Budget
Board as well as any future planned audits and schedules.”
The River Authority is one of two river authorities in Texas that has an elected Board. Since the
River Authority has an elected board there is built in electorate oversight that allows for public
oversight and ensures agency transparency.
Staff will monitor any legislation related to this issue and will move this item to the “oppose”
category if the River Authority is negatively impacted.
State Water Planning / Funding
The development of the State Water Plan has made the State of Texas a national leader in the
area of water planning. However, until the 83rd Legislature Texas had not identified a method
for funding the plan’s implementation. The 83rd Legislature passed S.J.R. 1, together with H.B. 4
and H.B. 1025, which sought to fund the implementation of the State Water Plan by creating the
State Water Implementation Fund for Texas and the State Water Implementation Revenue Fund
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for Texas to provide support for financial assistance provided by the Texas Water Development
Board for projects included in the state water plan and by capitalizing the State Water
Implementation Fund for Texas with constitutionally dedicated money appropriated out of the
economic stabilization fund. On November 5, 2013, Texas voters elected to amend the Texas
Constitution and dedicate $2 billion from the economic stabilization fund for the implementation
of the State Water Plan.
Amendments to State Water Planning and Funding mechanisms have occurred in each of the last
two sessions and now that State funding has been made available there could be additional
changes to the planning process.
Staff will monitor any legislation related to the State Water Planning process.
Tax Increment Financing (TIF)
In the past the River Authority encountered opposition when appointing a staff member to serve
on a Tax Increment Financing (TIF) Board of Directors.§ 311.0091 of the Tax Code stipulates
that to be eligible for appointment to a TIF Board of a reinvestment zone, a person must be a
qualified voter of the municipality that designated the zone; or be at least 18 years of age and
own real property in the zone or be an employee or agent of a person that owns real property in
the zone. House Bill (HB) 2853 82 (R) amended the tax code to provide:
Except as provided by Subsection (i), to [To] be eligible for appointment to the board, an
individual must:
(1) be a qualified voter of the municipality; or
(2) be at least 18 years of age and own real property in the zone or be an employee or agent of a
person that owns real property in the zone.
(i) The eligibility criteria for appointment to the board specified by Subsection (f) do
not apply to an individual appointed by a conservation and reclamation district:
(1) created under Section 59, Article XVI, Texas Constitution; and
(2) the jurisdiction of which covers four counties.
It has been the River Authority’s policy to name an experienced and knowledgeable staff
member to TIF Boards in order to best represent the River Authority’s interests on said Boards.
Staff will monitor TIF legislation to ensure the flexibility provided to SARA by HB 2853 does
not get impaired.
Texas Bottle Bill – Beverage Container Deposit Bill
In each of the last several sessions a bottle bill has been introduced seeking to implement a
deposit program for glass and plastic bottles.
Staff will monitor any legislation related to this issue and may move this item to the “support” or
“oppose” category, depending on the scope and nature of the legislation.
Texas Parks and Wildlife Department Matching Grant Programs
With the continued and perhaps expanded reductions in state agency budgets, the defense needs
to be strong to preserve the funding for the matching grant programs administered by TPWD.
Parks are proven to be solid and sound investments that return monies to communities through
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offsetting or preventing health and wellness issues, economic development, increased property
values, and lower crime rates. The matching grant programs stimulate local governments to take
on the responsibility for park improvements and expansions. As the population of Texas grows,
the State should continue to help stimulate local governments to meet the needs of existing and
future Texans.
Staff will monitor any legislation and budgetary issues related to this issue.
Items to Oppose
Unfunded Mandates
Staff will recommend opposing legislation that would result in additional unfunded state
mandates.
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Consent Item #: 10.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
City of Converse Sidewalk Easement
Submitted By: Claude Harding
Division: Technical Services Department: Real Estate
CAPTION
AUTHORIZATION OF THE GENERAL MANAGER TO CONVEY A PERMANENT
EASEMENT CONSISTING OF APPROXIMATELY 2,196 SQUARE FEET AND A
TEMPORARY CONSTRUCTION EASEMENT CONSISTING OF APPROXIMATELY 2,795
SQUARE FEET TO THE CITY OF CONVERSE ACROSS THE SAN ANTONIO RIVER
AUTHORITY'S SALATRILLO WASTEWATER TREATMENT PLANT PROPERTY IN
CONVERSE, BEXAR COUNTY, TEXAS, AND A WAIVER OF THE LAND USE
APPLICATION FEE AND EASEMENT CONSIDERATION REQUIREMENTS IN THE SAN
ANTONIO RIVER AUTHORITY'S REAL ESTATE POLICY
Presenter
Claude Harding
The City of Converse (City) requests a permanent easement consisting of approximately 2,196 square
feet and a temporary construction easement consisting of approximately 2,795 square feet to
accommodate a new six-foot wide concrete sidewalk on the San Antonio River Authority (SARA) land
located at the northeast corner of the Salatrillo Wastewater Treatment Plant site.
This proposed sidewalk will be used primarily by students connecting the Copperfield Subdivision to the
Judson Middle School and High School. The sidewalk will be constructed according to American
Disabilities Act standards and has been designed as an all-weather surface. Currently, pedestrians use a
worn out gravel path. This enhanced walkway will improve the mobility of students that walk this route
every school day. The new sidewalk will make the route much safer especially during bad weather.
The engineering plans and specifications have been approved by SARA's Watershed Engineering
Department. This proposed easement for a sidewalk will not disrupt operations of the plant as there is a
fence that separates the proposed easement from the plant.
SARA's Real Estate Policy requires the submittal of a land use application with an application fee of
$5,000. The City has submitted a request for an exception to this policy and requests a waiver of the land
use application fee and easement consideration.
Staff recommends that the City's request for the easement and for the waiver of the application fee and
easement consideration requirements be approved because the sidewalk project aligns with SARA's
mission and goals for safety.
At its December 8, 2014, meeting, the Operations Committee supported presentation of this item to the
Board of Directors for approval.
Recommendation
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Recommendation
Motion authorizing the General Manager to convey a permanent easement consisting of approximately
2,196 square feet of land and a temporary easement consisting of approximately 2,795 square feet of land
to the City of Converse across the San Antonio River Authority's Salatrillo Wastewater Treatment Plant
site in Converse, Bexar County, Texas and a waiver of the land use application fee and easement
consideration requirements in the San Antonio River Authority's Real Estate Policy.
Vote
Attachments
Converse Sidewalk Easement
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Individual Item #: 11.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Award of a Construction Contract
Submitted For: Russell Persyn Submitted By: Shelly Martin
Division: Technical Services Department: Watershed Engineering
CAPTION
PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING AN AWARD
OF A CONSTRUCTION CONTRACT FOR THE SAN ANTONIO RIVER IMPROVEMENTS
PROJECT - MUSEUM REACH - PARK SEGMENT
Presenter
Russell PersynEstimated Presentation Time: 10 minutes
The San Antonio River Authority (SARA) advertised for prioritized items in the San Antonio River
Improvements Project - Museum Reach - Park Segment for bid. SARA received one responsible bidder
from Jerdon Enterprises, Inc for a base bid of $1,289,000 for completion of Trail 17 along Tuleta. The bid
alternatives were for Trail 18b with and without an enhanced bridge, Trail 17 irrigation, construction of
Trail 23, and discount for quick payment.
Funding to complete construction of the San Antonio River Improvements Project - Museum Reach Park
Segment was agreed in the May 2010 Cooperative Agreement with the City of San Antonio and Bexar
County.
Funding appropriations were approved in the 2014/15 Adopted Budget.
At its December 8, 2014, meeting, the Operations Committee supported presentation of this item to the
Board of Directors for approval.
Recommendation
Motion authorizing the General Manager to award a construction contract with Jerdon Enterprises, Inc.
and negotiate all bid alternates and subsequent field changes per the terms of our Cooperative Agreement
with Bexar County and the City of San Antonio.
Discussion
Vote
Attachments
Bid Tab
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Individual Item #: 12.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Refunding
Submitted By: Linda Whitaker
Division: Executive Offices
CAPTION
PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING A
RESOLUTION AUTHORIZING THE ISSUANCE, SALE, AND DELIVERY OF
APPROXIMATELY $8,320,000 IN PRINCIPAL AMOUNT OF SAN ANTONIO RIVER
AUTHORITY CHANNEL IMPROVEMENT REVENUE REFUNDING BONDS, SERIES 2015;
APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF ALL INSTRUMENTS
AND PROCEDURES RELATED THERETO INCLUDING A DEPOSIT AGREEMENT, A
PAYING AGENT/REGISTRAR AGREEMENT, AND A PURCHASE AND INVESTMENT
LETTER; AND CALLING CERTAIN OF THE AUTHORITY'S OUTSTANDING CHANNEL
IMPROVEMENT REVENUE BONDS FOR REDEMPTION
Presenter
Deborah KorinchockEstimated Presentation Time: 10 minutes
At the November 19, 2014 meeting of the San Antonio River Authority's (SARA) Board of Directors, the
Board approved proceeding with the sale of an estimated $8,125,000 in refunding bonds to refinance the
2004 Channel Improvement Bonds issued by SARA to fund a Bexar County (County) capital
improvement project. This is the last debt issuance completed by SARA on behalf of the County. The
estimated total savings from the proposed refunding is approximately $1,086,000 or 9,1% which will
occur between now and 2034. The refunding bonds (the proposed new issuance) have a final maturity in
2028 while the original bonds would have matured in 2034. The County actually funds this annual debt
service payment so the savings will accrue to our funding partner, not directly to SARA. The County
agreed to shorten the maturity to 2028 from 2034. The debt currently carries an average interest rate of
4.72%. The actual savings will depend on the parameters of the final sale.
SARA's financial advisors, Southwest Securities, Inc. will provide the Board with all the details of the
sale as well as the actual savings at the Board meeting as the sale is finalized.
Recommendation
Motion that Resolution R-1518 be approved as presented, authorizing the issuance, sale, and delivery of
approximately $8,320,000 in principal amount of San Antonio River Authority Channel Improvement
Revenue Refunding Bonds, Series 2015; approving the form and authorizing the execution of all
instruments and procedures related thereto including a deposit agreement, a paying agent/registrar
agreement, and a purchase and investment letter; and calling certain of the River Authority's outstanding
Channel Improvement Revenue Bonds for redemption.
Discussion
Vote
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Attachments
Bond Resolution R-1518
Paying Agent/Registrar Agreement
Deposit Agreement
Closing Documents
Bond Opinion
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DRAFT DATE: NOVEMBER 21, 2014
RESOLUTION NO. R-____
RESOLUTION AUTHORIZING THE ISSUANCE, SALE, AND DELIVERYOF $__________ IN PRINCIPAL AMOUNT OF SAN ANTONIO RIVERAUTHORITY CHANNEL IMPROVEMENT REVENUE REFUNDING BONDS,SERIES 2015; APPROVING THE FORM AND AUTHORIZING THEEXECUTION OF ALL INSTRUMENTS AND PROCEDURES RELATEDTHERETO INCLUDING A DEPOSIT AGREEMENT, A PAYINGAGENT/REGISTRAR AGREEMENT, AND A PURCHASE ANDINVESTMENT LETTER; AND CALLING CERTAIN OF THEAUTHORITY'S OUTSTANDING CHANNEL IMPROVEMENT REVENUEBONDS FOR REDEMPTION
DATE OF APPROVAL: DECEMBER 17, 2014
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TABLE OF CONTENTS
Recitals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
Section 1. Amount and Purpose of the Series 2015 Bonds . . . . . . . . . . . . . . . . . . . . . . . . 3
Section 2. Designation, Date, Denominations, Numbers, Maturity of, and Interest on, the Series 2015 Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Section 3. Redemption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Section 4. Characteristics of the Series 2015 Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Section 5. Form of Series 2015 Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Section 6. Definitions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14
Section 7. Cumulative Effect of Resolution; Pledge; Security . . . . . . . . . . . . . . . . . . . . . 15
Section 8. Flood Tax Revenue Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Section 9. Interest and Sinking Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Section 10. Reserve Fund . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Section 11. Deposits of Gross Flood Tax Revenues; Investments; Funds Secured . . . . . . 16
Section 12. Interest and Sinking Fund Requirements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
Section 13. Reserve Fund Requirements . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
Section 14. Payment of Bonds and Additional Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
Section 15. Final Deposits . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
Section 16. Additional Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Section 17. Further Requirements for Additional Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . 19
Section 18. General Covenants . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
Section 19. Amendment of Resolution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21
Section 20. Damaged, Mutilated, Lost, Stolen, or Destroyed Series 2015 Bonds . . . . . . . 23
Section 21. Custody, Approval, and Registration of the Initial Series 2015 Bonds; Bond Counsel's Opinion; Cusip Numbers; and Insurance . . . . . . . . . . . . . . . . 24
Section 22 Covenants Regarding Tax Exemption of Interest on the Series 2015 Bonds . 24
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Section 23. No Rule 15c2-12 Undertaking . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27
Section 24. Sale of Series 2015 Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
Section 25. Approval of Deposit Agreement; Refunding of Refunded Bonds . . . . . . . . . . 28
Section 26. Redemption of Refunded Bonds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28
Section 27. Further Procedures . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
Section 28. Remedies in Event of Default . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29
Section 29. Incorporation of Recitals . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
Section 30. Effective Date . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 30
Signatures
Paying Agent/Registrar Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Exhibit A
Written Procedures Relating to Continuing Compliance with Federal Tax Covenants Exhibit B
Form of Purchase Contract and Investment Letter . . . . . . . . . . . . . . . . . . . . . . . . . . . . Exhibit C
Form of Deposit Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Exhibit D
Form of Notice of Defeasance and Redemption . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . Exhibit E
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RESOLUTION NO. R-______
RESOLUTION AUTHORIZING THE ISSUANCE, SALE, AND DELIVERYOF $__________ IN PRINCIPAL AMOUNT OF SAN ANTONIO RIVERAUTHORITY CHANNEL IMPROVEMENT REVENUE REFUNDING BONDS,SERIES 2015; APPROVING THE FORM AND AUTHORIZING THEEXECUTION OF ALL INSTRUMENTS AND PROCEDURES RELATEDTHERETO INCLUDING A DEPOSIT AGREEMENT, A PAYINGAGENT/REGISTRAR AGREEMENT, AND A PURCHASE ANDINVESTMENT LETTER; AND CALLING CERTAIN OF THEAUTHORITY'S OUTSTANDING CHANNEL IMPROVEMENT REVENUEBONDS FOR REDEMPTION
STATE OF TEXAS §SAN ANTONIO RIVER AUTHORITY §
WHEREAS, the SAN ANTONIO RIVER AUTHORITY (the "Authority") is a conservation andreclamation district created pursuant to Article 16, Section 59 of the Texas Constitution by Chapter276, Acts of the 45th Legislature of the State of Texas, Regular Session, 1937, as amended,originally compiled as Vernon's Ann. Tex. Civ. St. Article 8280-119 (the "Authority Act"); and
WHEREAS, the Authority has entered into a 1999 Amendatory Contract Between BexarCounty, Texas and San Antonio River Authority, dated as of October 26, 1999, as subsequentlyamended (defined hereinafter as the "Amendatory Contract") with Bexar County, Texas (the"County") pursuant to which the Authority is to construct certain flood control and soil conservationprojects located in the County and finance the costs of construction of such projects with proceedsof the Authority's bonds, which bonds are to be secured by a pledge of revenues received by theAuthority from a special annual ad valorem flood control tax levied by the County; and
WHEREAS, the Authority has duly issued, and there are now outstanding, pursuant toapplicable laws, the following series or issues of bonds which are secured by and payable from thespecial annual ad valorem flood control tax levied by the County:
Channel Improvement and Refunding Revenue Bonds, Series 2004, dated as ofOctober 15, 2004, currently outstanding in the aggregate principal amount of$8,125,000 (the "Series 2004 Bonds");
Channel Improvement Revenue Refunding Bonds, Series 2007, dated as of May 15,2007, currently outstanding in the aggregate principal amount of $13,300,000 (the"Series 2007 Bonds"); and
Channel Improvement Revenue Refunding Bonds, Series 2014, dated as of February15, 2014, currently outstanding in the aggregate principal amount of $4,310,000 (the"Series 2014 Bonds"); and
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WHEREAS, the Authority now desires to refund all of the outstanding Series 2004 Bonds,which are more specifically described as maturing in the years and in the respective principalamounts listed below and in the aggregate principal amount of $8,125,000 (the "Refunded Bonds"):
SAN ANTONIO RIVER AUTHORITY
CHANNEL IMPROVEMENT AND REFUNDING REVENUE BONDS, SERIES 2004
MATURITY
(JULY 1 )PRINCIPAL AMOUNT
MATURING IN YEAR ($)PRINCIPAL AMOUNT
REFUNDED ($)
STATED
INTEREST
RATE (%)
CUSIPNO.
796337
2015 875,000 875,000 3.65 VF7
2016 910,000 910,000 5.00 VG5
2017 955,000 955,000 5.00 VH3
2018 1,005,000 1,005,000 5.00 VJ9
2019 1,055,000 1,055,000 5.00 VK6
2020 1,115,000 1,115,000 5.00 VL4
2021 395,000 395,000 4.20 VM2
2022 105,000 105,000 2.35 VN0
2023 110,000 110,000 4.30 VP5
2024 115,000 115,000 4.40 VQ3
*** *** *** *** ***
2034 1,485,000 1,485,000 4.625 WA7
Totals 8,125,000 8,125,000 *** ***
WHEREAS, all Refunded Bonds currently are subject to redemption on any date; and
WHEREAS, Chapter 1207, Texas Government Code, as amended ("Chapter 1207"),authorizes the Authority to issue refunding bonds and to deposit the proceeds from the sale thereof,and any other available funds or resources, directly with a place of payment (paying agent) for theRefunded Bonds, or with another trust company or commercial bank that does not act as adepository for the Authority, in an amount sufficient to provide for the payment and/or redemptionof the Refunded Bonds, and such deposit, if made before such payment dates, shall constitute themaking of firm banking and financial arrangements for the discharge and final payment orredemption of the Refunded Bonds; and
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WHEREAS, Chapter 1207 (specifically Section 1207.062, Texas Government Code) furtherauthorizes the Authority to enter into an escrow agreement with (i) any paying agent for theRefunded Bonds, or (ii) another trust company or commercial bank that does not act as a depositoryfor the Authority and is named in the proceedings authorizing such escrow agreement, with respectto the safekeeping, investment, reinvestment, administration and disposition of any such deposit,upon such terms and conditions as the Authority and such paying agent, trust company orcommercial bank may agree; provided that such deposits may be invested and reinvested in directnoncallable obligations of the United States, including obligations that are unconditionallyguaranteed by the United States, which mature and bear interest payable at such times and in suchamounts as will be sufficient to provide for the scheduled payment or redemption of the RefundedBonds; and
WHEREAS, U.S. Bank National Association is the paying agent for the Refunded Bonds,and the Deposit Agreement hereinafter authorized between the Authority and U.S. Bank NationalAssociation relating to the refunding of the outstanding Refunded Bonds constitutes an escrowagreement of the kind authorized and permitted by Chapter 1207; and
WHEREAS, it is now deemed necessary and advisable that additional revenue bonds beissued at this time in the amounts and for the purpose as herein shown; and
WHEREAS, the Board of the Authority hereby finds and declares a public purpose anddeems it advisable and in the best interests of the Authority to issue a series of bonds (defined inSection 2 hereof as the "Series 2015 Bonds") to pay costs of issuance and refund the RefundedBonds in order to achieve a gross debt service savings of $________ and a net present value benefitof $_________ (after taking into account a contribution from the Authority of $_____); and
WHEREAS, the Series 2015 Bonds hereinafter authorized and designated are to be issuedand delivered pursuant to Chapter 1207 and other applicable laws of the State of Texas; and
WHEREAS, it is hereby officially found and determined that the meeting at which thisResolution was passed was open to the public, and public notice of the time, place, and purpose ofsaid meeting was given, all as required by Chapter 551, Texas Government Code;
THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE SANANTONIO RIVER AUTHORITY, THAT:
SECTION 1. AMOUNT AND PURPOSE OF THE SERIES 2015 BONDS. The bond orbonds of the Authority further described in Section 2 of this Resolution and referred to herein as the"Series 2015 Bonds" are hereby authorized to be issued and delivered in the aggregate principalamount of $__________ FOR THE PURPOSE OF REFUNDING ALL OF THE AUTHORITY'SOUTSTANDING CHANNEL IMPROVEMENT AND REFUNDING REVENUE BONDS,SERIES 2004, AND TO PAY COSTS OF ISSUANCE.
SECTION 2. DESIGNATION, DATE, DENOMINATIONS, NUMBERS, MATURITYOF, AND INTEREST ON, THE SERIES 2015 BONDS. Each bond issued pursuant to and forthe purpose described in Section 1 of this Resolution shall be designated SAN ANTONIO RIVER
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AUTHORITY CHANNEL IMPROVEMENT REVENUE REFUNDING BOND, SERIES 2015, and initiallythere shall be issued, sold, and delivered hereunder one fully registered bond, without interestcoupons, dated January 1, 2015, in the denomination and principal amount of $__________numbered R-1 (the "Initial Series 2015 Bond"), with any bond issued in replacement thereof beingin the same denomination and principal amount (less any principal payment previously paid) andnumbered consecutively from R-2 upward, payable in installments to the registered owner thereof,or to the registered assignee of said bond (in each case, the "Registered Owner").
Principal of the Initial Series 2015 Bond shall mature and be payable in installments on thedates and in the principal installment amounts and shall bear interest at the per annum rate set forthin the following schedule:
PAYMENT DATE
(JULY 1)PRINCIPAL
AMOUNT ($)INTEREST
RATE (%)PAYMENT DATE
(JULY 1)PRINCIPAL
AMOUNT ($)INTEREST
RATE (%)
2015 2022
2016 2023
2017 2024
2018 2025
2019 2026
2020 2027
2021
The term "Series 2015 Bonds" as used in this Resolution shall mean and include collectivelythe Initial Series 2015 Bond initially issued and delivered pursuant to this Resolution, as well as allother substitute bonds and replacement bonds issued pursuant hereto.
SECTION 3. REDEMPTION. The Series 2015 Bonds are subject to redemption prior tostated maturity as set forth in Section 5 of this Resolution.
SECTION 4. CHARACTERISTICS OF THE SERIES 2015 BONDS. (a) Registration,Transfer, and Exchange; Authentication. The Authority shall keep or cause to be kept at thedesignated corporate trust or commercial banking office (initially located in San Antonio, Texas)of _______________ (the "Paying Agent/Registrar") books or records for the registration of thetransfer and exchange of the Series 2015 Bonds (the "Registration Books"), and the Authorityhereby appoints the Paying Agent/Registrar as its registrar and transfer agent to keep such books orrecords and make such registrations of transfers and exchanges under such reasonable regulationsas the Authority and Paying Agent/Registrar may prescribe; and the Paying Agent/Registrar shallmake such registrations, transfers and exchanges as herein provided. Attached hereto as Exhibit Ais a copy of the Paying Agent/Registrar Agreement between the Authority and the PayingAgent/Registrar which is hereby approved in substantially final form, and the Chairman, Secretaryor Assistant Secretary of the Board of Directors of the Authority are hereby authorized to executethe Paying Agent/Registrar Agreement and approve any changes in the final form thereof.
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The Paying Agent/Registrar shall obtain and record in the Registration Books the addressof the registered owner of each Series 2015 Bond to which payments with respect to the Series 2015Bonds shall be mailed, as herein provided; but it shall be the duty of each registered owner to notifythe Paying Agent/Registrar in writing of the address to which payments shall be mailed, and suchinterest payments shall not be mailed unless such notice has been given. To the extent possible andunder reasonable circumstances, all transfers of Series 2015 Bonds shall be made within threebusiness days after request and presentation thereof. The Authority shall have the right to inspectthe Registration Books during regular business hours of the Paying Agent/Registrar, but otherwisethe Paying Agent/Registrar shall keep the Registration Books confidential and, unless otherwiserequired by law, shall not permit their inspection by any other entity. The Paying Agent/Registrar'sstandard or customary fees and charges for making such registration, transfer, exchange and deliveryof a substitute Series 2015 Bond or Series 2015 Bonds shall be paid as provided in the FORM OFBOND set forth in this Resolution. Registration of assignments, transfers and exchanges of Series2015 Bonds shall be made in the manner provided and with the effect stated in the FORM OFBOND set forth in this Resolution. Each substitute Series 2015 Bond shall bear a letter and/ornumber to distinguish it from each other Series 2015 Bond.
Except as provided in (c) below, an authorized representative of the Paying Agent/Registrarshall, before the delivery of any such Series 2015 Bond, date and manually sign the PayingAgent/Registrar's Authentication Certificate, and no such Series 2015 Bond shall be deemed to beissued or outstanding unless such Certificate is so executed. The Paying Agent/Registrar promptlyshall cancel all paid Series 2015 Bonds and Series 2015 Bonds surrendered for transfer andexchange. No additional ordinances, orders, or resolutions need be passed or adopted by the govern-ing body of the Authority or any other body or person so as to accomplish the foregoing transfer andexchange of any Series 2015 Bond or portion thereof, and the Paying Agent/Registrar shall providefor the printing, execution, and delivery of the substitute Series 2015 Bonds in the manner prescribedherein, and said Series 2015 Bonds shall be of type composition printed on paper with lithographedor steel engraved borders of customary weight and strength. Pursuant to Chapter 1201, TexasGovernment Code, and particularly Subchapter D and Section 1201.067 thereof, the duty of transferand exchange of Series 2015 Bonds as aforesaid is hereby imposed upon the Paying Agent/Registrar,and, upon the execution of said Certificate, the transferred and exchanged Series 2015 Bond shallbe valid, incontestable, and enforceable in the same manner and with the same effect as the Series2015 Bonds which initially were issued and delivered pursuant to this Resolution, approved by theAttorney General, and registered by the Comptroller of Public Accounts.
(b) Payment of Series 2015 Bonds and Interest. The Authority hereby further appoints thePaying Agent/Registrar to act as the paying agent for paying the principal of and interest on theSeries 2015 Bonds, all as provided in this Resolution. The Paying Agent/ Registrar shall keepproper records of all payments made by the Authority and the Paying Agent/Registrar with respectto the Series 2015 Bonds.
(c) In General. The Series 2015 Bonds (i) shall be issued in fully registered form, withoutinterest coupons, with the principal of and interest on such Series 2015 Bonds to be payable onlyto the registered owners thereof, (ii) may be transferred and assigned, (iii) may be exchanged forother Series 2015 Bonds, (iv) shall have the characteristics, (v) shall be signed, sealed, executed and
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authenticated, (vi) the principal of and interest on the Series 2015 Bonds shall be payable, and (vii)shall be administered and the Paying Agent/Registrar and the Authority shall have certain duties andresponsibilities with respect to the Series 2015 Bonds, all as provided, and in the manner and to theeffect as required or indicated, in the FORM OF BOND set forth in this Resolution. The InitialSeries 2015 Bond is not required to be, and shall not be, authenticated by the Paying Agent/Regis-trar, but on each substitute Series 2015 Bond issued in exchange for the Initial Series 2015 Bondissued under this Resolution the Paying Agent/Registrar shall execute the PAYINGAGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE, in the form set forth in the FORMOF BOND. In lieu of the executed Paying Agent/Registrar’s Authentication Certificate describedabove, the Initial Series 2015 Bond delivered on the closing date (as further described insubparagraph (i) below) shall have attached thereto the Comptroller's Registration Certificatesubstantially in the form set forth in the FORM OF BOND below, manually executed by theComptroller of Public Accounts of the State of Texas or by his duly authorized agent, whichcertificate shall be evidence that the respective Initial Series 2015 Bond has been duly approved bythe Attorney General of the State of Texas and that it is a valid and binding obligation of theAuthority, and has been registered by the Comptroller.
(d) Substitute Paying Agent/Registrar. The Authority covenants with the registered ownersof the Series 2015 Bonds that at all times while the Series 2015 Bonds are outstanding the Authoritywill provide a competent and legally qualified bank, trust company, financial institution, or otherentity to act as and perform the services of Paying Agent/Registrar for the Series 2015 Bonds underthis Resolution, and that the Paying Agent/Registrar will be one entity and shall be an entityregistered with the Securities and Exchange Commission. The Authority reserves the right to, andmay, at its option, change the Paying Agent/Registrar upon not less than 120 days written notice tothe Paying Agent/Registrar, to be effective not later than 60 days prior to the next principal orinterest payment date after such notice. In the event that the entity at any time acting as PayingAgent/Registrar (or its successor by merger, acquisition, or other method) should resign or otherwisecease to act as such, the Authority covenants that promptly it will appoint a competent and legallyqualified bank, trust company, financial institution, or other agency to act as Paying Agent/Registrarunder this Resolution. Upon any change in the Paying Agent/Registrar, the previous PayingAgent/Registrar promptly shall transfer and deliver the Registration Books (or a copy thereof), alongwith all other pertinent books and records relating to the Series 2015 Bonds, to the new PayingAgent/Registrar designated and appointed by the Authority. Upon any change in the PayingAgent/Registrar, the Authority promptly will cause a written notice thereof to be sent by the newPaying Agent/Registrar to each registered owner of the Series 2015 Bonds, by United States mail,first-class postage prepaid, which notice also shall give the address of the new PayingAgent/Registrar. By accepting the position and performing as such, each Paying Agent/Registrarshall be deemed to have agreed to the provisions of this Resolution, and a certified copy of thisResolution shall be delivered to each Paying Agent/Registrar.
(e) Delivery of Initial Series 2015 Bond. On the closing date, the Initial Series 2015 Bond,representing the entire principal amount of the Series 2015 Bonds, payable in stated installments tothe initial registered owner named in Section 24 of this Resolution or its designee, executed bymanual or facsimile signature of the Chairman, Secretary or Assistant Secretary of the Authority,
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approved by the Attorney General of Texas, and registered and manually signed by the Comptrollerof Public Accounts of the State of Texas, will be delivered to the initial purchaser or its designee.Upon payment for the Initial Series 2015 Bond, the Paying Agent/Registrar shall cancel the InitialSeries 2015 Bond and deliver to the initial registered owner or its designee one registered definitiveSeries 2015 Bond for each year of maturity of the Series 2015 Bonds, in the aggregate principalamount of all of the respective Series 2015 Bonds for such maturity.
SECTION 5. FORM OF SERIES 2015 BONDS. The form of the Initial Series 2015 Bondand each bond issued in replacement thereof, including the form of Paying Agent/Registrar'sAuthentication Certificate, the form of Assignment, and the form of Registration Certificate of theComptroller of Public Accounts of the State of Texas (to be attached only to the Initial Series 2015Bond initially issued and delivered pursuant to this Resolution to the initial purchaser named inSection 24 hereof), shall be substantially as follows, with such appropriate variations, omissions,insertions, or completions as are permitted or required by this Resolution.
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FORM OF BOND
R-__ PRINCIPAL AMOUNT$__________
UNITED STATES OF AMERICASTATE OF TEXAS
SAN ANTONIO RIVER AUTHORITYCHANNEL IMPROVEMENT REVENUE REFUNDING BOND, SERIES 2015
INTEREST RATE DELIVERY DATE MATURITY DATE
As shown below January 15, 2015 As shown below
REGISTERED OWNER:
PRINCIPAL AMOUNT: _________________________________________ DOLLARS
The SAN ANTONIO RIVER AUTHORITY (the "Authority"), being a political subdivisionof the State of Texas for value received, hereby promises to pay, from the sources described herein,to the Registered Owner specified above, or registered assign (the "Registered Owner"), theprincipal amount from time to time unpaid and to pay interest thereon from the date of delivery ofthis Bond as specified above, at the rate per annum set forth in the table below, calculated on thebasis of a 360-day year of twelve 30-day months. The principal of this Bond shall mature and bepaid in installments on the dates and in the amounts set forth in the table below:
PAYMENT DATE
(JULY 1)PRINCIPAL
AMOUNT ($)INTEREST
RATE (%)PAYMENT DATE
(JULY 1)PRINCIPAL
AMOUNT ($)INTEREST
RATE (%)
2015 2022
2016 2023
2017 2024
2018 2025
2019 2026
2020 2027
2021
THE PRINCIPAL OF AND INTEREST ON THIS BOND are payable in lawful money ofthe United States of America, without exchange or collection charges. The Authority shall payinterest on the unpaid principal installments of this Bond on July 1, 2015, and on each January 1 andJuly 1 thereafter to the date of maturity thereof. The last principal installment of this Bond shall bepaid to the Registered Owner hereof upon presentation and surrender of this Bond at maturity at theprincipal office of ___________________, ________________, Texas, which is the "PayingAgent/Registrar" for this Bond. The payment of all other principal installments of and interest on
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this Bond shall be made by the Paying Agent/Registrar to the Registered Owner hereof on eachprincipal and interest payment date by check or draft, dated as of such principal and interest paymentdate, drawn by the Paying Agent/Registrar on, and payable solely from, funds of the Authorityrequired by the resolution authorizing the issuance of this Bond (the "Bond Resolution") to be ondeposit with the Paying Agent/Registrar for such purpose as hereinafter provided; and such checkor draft shall be sent by the Paying Agent/Registrar by United States mail, first-class postageprepaid, on each such interest payment date, to the Registered Owner hereof, at its address as itappeared on the 15th day of the month next preceding each such date (the "Record Date") on theRegistration Books kept by the Paying Agent/Registrar, as hereinafter described. In addition,principal and interest may be paid by such other method, acceptable to the Paying Agent/Registrar,requested by, and at the risk and expense of, the Registered Owner. The Authority covenants withthe Registered Owner of this Bond that on or before each principal payment date and interestpayment date for this Bond it will make available to the Paying Agent/Registrar, from the "Interestand Sinking Fund" created by the Bond Resolution, the amounts required to provide for the payment,in immediately available funds, of all principal of and interest on the Bond, when due.
IF THE DATE FOR THE PAYMENT of the principal of or interest on this Bond shall bea Saturday, Sunday, legal holiday, or day on which banking institutions in the city where the PayingAgent/Registrar is located are authorized by law or executive order to close, then the date for suchpayment shall be the next succeeding day which is not such a Saturday, Sunday, legal holiday, orday on which banking institutions are authorized to close; and payment on such date shall have thesame force and effect as if made on the original date payment was due.
THIS BOND IS DATED AS OF JANUARY 1, 2015, and is authorized and issued inaccordance with the Constitution and laws of the State of Texas in the principal amount of$__________ FOR THE PURPOSE OF REFUNDING ALL OF THE AUTHORITY'SOUTSTANDING CHANNEL IMPROVEMENT AND REFUNDING REVENUE BONDS,SERIES 2004, AND TO PAY COSTS OF ISSUANCE.
ON AND AFTER JULY 1, 2023, THE PRINCIPAL INSTALLMENT PAYMENTS of thisBond may be redeemed prior to their scheduled maturities, at the option of the Authority, with fundsderived from any available and lawful source, as a whole, or in part, at the redemption price of theprincipal amount of this Bond called for redemption plus accrued interest thereon to the date fixedfor redemption. The Authority shall determine the principal installment maturity or maturities, andthe principal amount of this Bond within each installment maturity, to be redeemed.
AT LEAST 30 DAYS prior to the date fixed for any redemption of this Bond or portionsthereof prior to maturity, a written notice of such redemption shall be sent by the PayingAgent/Registrar by United States mail, first-class postage prepaid to the Registered Owner of thisBond to be redeemed at its address as it appeared on the Registration Books maintained by thePaying Agent/Registrar on the day such notice of redemption is mailed. The notice with respect toan optional redemption may state (1) that it is conditioned upon the deposit of moneys, in an amountequal to the amount necessary to effect the redemption, with the Paying Agent/Registrar no laterthan the redemption date, or (2) that the Authority retains the right to rescind such notice at any timeprior to the scheduled redemption date if the Authority delivers a certificate of an authorized
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representative to the Paying Agent/Registrar instructing the Paying Agent/Registrar to rescind theredemption notice, and such notice and optional redemption shall be of no effect if such moneys arenot so deposited or if the notice is so rescinded. Any notice of redemption so mailed shall beconclusively presumed to have been duly given irrespective of whether received by the RegisteredOwner. By the date fixed for any such redemption, due provision shall be made with the PayingAgent/Registrar for the payment of the required redemption price for the Bond or portions thereofwhich are to be so redeemed. If such written notice of redemption is mailed and if due provisionfor such payment is made, all as provided above, the Bond or portions thereof which are to be soredeemed thereby automatically shall be treated as redeemed prior to their scheduled maturities, andthey shall not bear interest after the date fixed for redemption, and they shall not be regarded asbeing outstanding except for the right of the Registered Owner to receive the redemption price fromthe Paying Agent/Registrar out of the funds provided for such payment. If a portion of this Bondshall be redeemed a substitute Bond having the same principal installment maturity dates, bearinginterest at the same rates, and in an aggregate principal amount equal to the unredeemed portionthereof, will be issued to the Registered Owner upon the surrender thereof for cancellation, at theexpense of the Issuer, all as provided in the Bond Resolution.
UPON THE PAYMENT OF EACH PRINCIPAL INSTALLMENT of this Bond, thePaying Agent/Registrar shall note in the Bond Registration Books the amount of such payment, thedate said payment was made and the remaining unpaid principal balance of this Bond.
THIS BOND IS ISSUED AS A FULLY REGISTERED BOND, without interest coupons,in the denomination of the principal amount thereof. As provided in the Bond Resolution, this Bondmay, at the request of the Registered Owner or the assignee hereof, be assigned or transferred fora like aggregate principal amount of a fully registered Bond in the denomination of the principalamount hereof, without interest coupons, payable to the Registered Owner or assignees as the casemay be, having the same denomination, upon surrender of this Bond to the Paying Agent/Registrarfor cancellation, all in accordance with the form and procedures set forth in the Bond Resolution.Among other requirements for such assignment and transfer, this Bond must be presented andsurrendered to the Paying Agent/Registrar, together with proper instruments of assignment, in formand with guarantee of signatures satisfactory to the Paying Agent/Registrar, evidencing assignmentof this Bond. The form of Assignment printed or endorsed on this Bond may be executed by theRegistered Owner to evidence the assignment hereof, but such method is not exclusive, and otherinstruments of assignment satisfactory to the Paying Agent/Registrar may be used to evidence theassignment of this Bond by the Registered Owner. The Paying Agent/Registrar's reasonablestandard or customary fees and charges for assigning, transferring or exchanging any Bond will bepaid by the Authority. In any circumstance, any taxes or governmental charges required to be paidwith respect thereto shall be paid by the one requesting such assignment or transfer, as a conditionprecedent to the exercise of such privilege. The Paying Agent/Registrar shall not be required tomake any such transfer during the period commencing with the close of business on any RecordDate and ending with the opening of business on the next following principal or interest paymentdate.
IN THE EVENT ANY PAYING AGENT/REGISTRAR for the Bonds is changed by theAuthority, resigns, or otherwise ceases to act as such, the Authority has covenanted in the Bond
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Resolution that it promptly will appoint a competent and legally qualified substitute therefor, andpromptly will cause written notice thereof to be mailed to the registered owners of the Bonds.
IT IS HEREBY CERTIFIED, RECITED, AND COVENANTED that this Bond has beenduly and validly authorized, issued, and delivered pursuant to the Constitution and laws of the Stateof Texas; that all acts, conditions, and things required or proper to be performed, exist, and be doneprecedent to or in the authorization, issuance, and delivery of this Bond have been performed,existed, and been done in accordance with law; that this Bond, together with other outstandingbonds, constitute special obligations of the Authority, secured by and payable from an irrevocablefirst lien on and pledge of the "Gross Flood Tax Revenues," as defined in the Bond Resolution,which Gross Flood Tax Revenues consist of all payments or revenues derived and received by theAuthority from Bexar County, Texas under the 1999 Amendatory Contract Between Bexar County,Texas, and San Antonio River Authority, dated as of October 26, 1999, as amended (the"Amendatory Contract"), with respect to a flood control and soil conservation program for the SanAntonio River in Bexar County, Texas (the "County"). The County is obligated under theAmendatory Contract to levy and collect annual ad valorem flood control taxes, within the limitsprescribed by law, expected to be more than sufficient to enable the County to make payments tothe Authority in amounts at least equal to those required to pay when due the principal of andinterest on all bonds (including the Bonds of this Series) payable from the pledged Gross Flood TaxRevenues.
THE AUTHORITY HAS RESERVED THE RIGHT, subject to the restrictions stated in theBond Resolution, to issue additional parity revenue bonds, designated as "Additional Bonds" in theBond Resolution, which also may be secured by and payable from an irrevocable first lien on andpledge of the aforesaid Gross Flood Tax Revenues on a parity and of equal dignity in all respectswith this Bond.
THE AUTHORITY ALSO HAS RESERVED THE RIGHT to amend the Bond Resolutionwith the approval of the holders and owners of 51% of all outstanding bonds payable from thepledged Gross Flood Tax Revenues, subject to the restrictions stated in the Bond Resolution.
THE OWNER HEREOF SHALL NEVER HAVE THE RIGHT to demand payment of thisobligation out of any funds raised or to be raised by taxes levied by the San Antonio River Authorityor any other political subdivision of the State of Texas other than Bexar County, Texas, or from anysource whatsoever other than the Gross Flood Tax Revenues and other sources described in theBond Resolution.
BY BECOMING THE REGISTERED OWNER of this Bond, the registered owner therebyacknowledges all of the terms and provisions of the Bond Resolution, agrees to be bound by suchterms and provisions, acknowledges that the Bond Resolution is duly recorded and available forinspection in the official minutes and records of the governing body of the Authority, and agrees thatthe terms and provisions of this Bond and the Bond Resolution constitute a contract between eachregistered owner hereof and the Authority.
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IN WITNESS WHEREOF, the Authority has caused this Bond to be signed with the manualor facsimile signature of the Chairman of the Authority and countersigned with the manual orfacsimile signature of the Secretary or Assistant Secretary of the Authority, and has caused theofficial seal of the Authority to be duly impressed, or placed in facsimile, on this Bond.
(facsimile signature) (facsimile signature) [Assistant] Secretary, Board of Directors Chairman, Board of DirectorsSan Antonio River Authority San Antonio River Authority
(AUTHORITY SEAL)
FORM OF REGISTRATION CERTIFICATE OF THE COMPTROLLER OF PUBLIC ACCOUNTS:
COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO. _____
I hereby certify that this Bond has been examined, certified as to validity, and approved bythe Attorney General of the State of Texas, and that this Bond has been registered by theComptroller of Public Accounts of the State of Texas.
Witness my signature and seal this______________________________Comptroller of Public Accounts of the State of Texas
(COMPTROLLER'S SEAL)
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FORM OF PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
(To be executed if this Bond is not accompanied by an executed Registration Certificate of the Comptroller of Public Accounts of the State of Texas)
It is hereby certified that this Bond has been issued under the provisions of the BondResolution described in this Bond; and that this Bond has been issued in conversion of and exchangefor or replacement of a bond, bonds, or a portion of a bond or bonds of an issue which originally wasapproved by the Attorney General of the State of Texas and registered by the Comptroller of PublicAccounts of the State of Texas.
_____________________Paying Agent/Registrar
Dated By______________________________________ Authorized Representative
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FORM OF ASSIGNMENT:
ASSIGNMENT
FOR VALUE RECEIVED, the undersigned registered owner of this Bond, or dulyauthorized representative or attorney thereof, hereby assigns this Bond to_______________________/______________________/ ______________________________________________________(Assignee's Social (print or typewrite Assignee's name Security or Taxpayer and address, including zip code) Identification Number)______________________________________________________________________________andhereby irrevocably constitutes and appoints ____________________________________________attorney to transfer the registration of this Bond on the Paying Agent/Registrar's Registration Bookswith full power of substitution in the premises.
Dated: _________________
Signature Guaranteed:
____________________________________NOTICE: Signature(s) must be guaranteed bya member firm of the New York StockExchange or a commercial bank or trustcompany.
____________________________________NOTICE: The signature above mustcorrespond with the name of the registeredowner as it appears upon the front of thisBond in every particular, without alteration orenlargement or any change whatsoever.
SECTION 6. DEFINITIONS. In addition to the capitalized terms which are defined in thepreamble and elsewhere in this Resolution, the following terms shall have the meanings set forthbelow, unless the text hereof specifically indicates otherwise:
(a) The term "Additional Bonds" shall mean the additional parity revenue bonds which theAuthority reserves the right to issue in the future, all as provided in Sections 16 and 17 of thisResolution.
(b) The term "Amendatory Contract" shall mean the 1999 Amendatory Contract BetweenBexar County, Texas and San Antonio River Authority, dated as of October 26, 1999, as amended(which amends and is cumulative of certain prior contracts between Bexar County, Texas and theAuthority), which Amendatory Contract provides for a flood control and soil conservation programto be carried out by the Authority for the County in connection with the San Antonio River,including particularly channel improvements, and provides for the levy of annual flood control taxesby the County to make payments to the Authority under said Contract, and the term "Amendatory
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Contract" also shall mean and include any future amendments to the above 1999 AmendatoryContract, which may provide for other or additional flood control programs or projects.
(c) The term "Bonds" shall mean collectively the Outstanding Bonds and the Series 2015Bonds.
(d) The term "Government Obligations" shall mean direct obligations of the United Statesof America, including obligations the principal of and interest on which are unconditionallyguaranteed by the United States of America, which may be United States Treasury Obligations suchas its State and Local Government Series, which may be in book-entry form.
(e) The term "Gross Flood Tax Revenues" shall mean all payments or revenues derived andreceived by the Authority from the County under the Amendatory Contract.
(f) The term "Outstanding Bonds" shall mean all of the unpaid and unrefunded bonds, outof the presently outstanding Series of bonds listed below, which will be outstanding after theissuance, sale, and delivery of the Series 2015 Bonds, and which are payable from the pledged GrossFlood Tax Revenues:
Channel Improvement Revenue Refunding Bonds, Series 2007, dated as of May 15,2007.
Channel Improvement Revenue Refunding Bonds, Series 2014, dated as of February15, 2014.
(g) The term "year" or "tax year" shall mean the year commencing on October 1 and endingon the following September 30, which is the year used for the County ad valorem tax levy andcollection purposes.
SECTION 7. CUMULATIVE EFFECT OF RESOLUTION; PLEDGE; SECURITYINTEREST. (a) Cumulative Effect of Resolution. The Series 2015 Bonds are "Additional Bonds"issued pursuant to applicable sections of the resolutions authorizing the issuance of the OutstandingBonds, and are in all respects on a parity with the Outstanding Bonds. Sections 6 through 19 of thisResolution substantially restate, and are supplemental to and cumulative of, Sections 6 through 19of the resolution authorizing the issuance of the most recently issued series of Outstanding Bonds,which sections were supplemental and cumulative of similar sections set forth in the resolutionsauthorizing the issuance of the other Outstanding Bonds, so that Sections 6 through 19 of thisResolution are applicable to all Bonds and any future Additional Bonds and state all requirementswith respect thereto (except for provisions in certain resolutions authorizing the issuance of thecertain Outstanding Bonds which are not set forth in this Resolution relating to municipal bondguaranty insurance policies issued in connection with such Outstanding Bonds, if any).
(b) Pledge. All of the Bonds and any future Additional Bonds are and shall be secured byand payable from an irrevocable first lien on and pledge of the Gross Flood Tax Revenues, and theGross Flood Tax Revenues are further pledged irrevocably to the establishment and maintenanceof the Funds created by this Resolution.
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(c) Security Interest. Chapter 1208, Texas Government Code, applies to the issuance of theSeries 2015 Bonds and the pledge of the Gross Flood Tax Revenues granted by the Authority underthis Section, and is therefore valid, effective, and perfected. If Texas law is amended at any timewhile the Series 2015 Bonds are outstanding and unpaid such that the pledge of the Gross Flood TaxRevenues granted by the Authority under this Section is to be subject to the filing requirements ofChapter 9, Texas Business & Commerce Code, then in order to preserve to the registered ownersof the Series 2015 Bonds the perfection of the security interest in said pledge, the Authority agreesto take such measures as it determines are reasonable and necessary under Texas law to comply withthe applicable provisions of Chapter 9, Texas Business & Commerce Code, and enable a filing toperfect the security interest in said pledge to occur.
SECTION 8. FLOOD TAX REVENUE FUND. There has been created and established andthere shall be maintained on the books of the Authority, and accounted for separate and apart fromall other funds of the Authority, a special fund previously entitled the "Amendatory Contract GrossRevenue Fund" and hereafter entitled the "Amendatory Contract Flood Tax Revenue Fund" (the"Flood Tax Revenue Fund"). All Gross Flood Tax Revenues shall be credited to the Flood TaxRevenue Fund immediately upon receipt. Subject to making all deposits to the Interest and SinkingFund and the Reserve Fund (hereinafter described) when and as required by this Resolution and anyresolution authorizing the issuance of Additional Bonds, any surplus amounts in the Flood TaxRevenue Fund may be used by the Authority for any lawful purpose.
SECTION 9. INTEREST AND SINKING FUND. For the sole purpose of paying theprincipal of and interest on all Bonds and Additional Bonds, there has been created and establishedand there shall be maintained on the books of the Authority, and accounted for separate and apartfrom all other funds of the Authority, a separate fund to be entitled the "Channel ImprovementRevenue Bonds Interest and Sinking Fund" (the "Interest and Sinking Fund").
SECTION 10. RESERVE FUND. There has been created and established and there shallbe maintained at an official depository of the Authority (which must be a member of the FederalDeposit Insurance Corporation) a separate fund to be entitled the "Channel Improvement RevenueBonds Reserve Fund" (the "Reserve Fund"). The Reserve Fund shall be used to pay the principalof and interest on any Bonds or Additional Bonds when and to the extent the amounts in the Interestand Sinking Fund available for such payment are insufficient for such purpose, and may be used forthe purpose of finally retiring the last of any Bonds or Additional Bonds.
SECTION 11. DEPOSITS OF GROSS FLOOD TAX REVENUES; INVESTMENTS;FUNDS SECURED. (a) Gross Flood Tax Revenues shall be credited to the Interest and SinkingFund and the Reserve Fund, when and as required by this Resolution and any resolution authorizingthe issuance of Additional Bonds.
(b) Money in any Fund established or maintained pursuant to this Resolution or anyresolution authorizing the issuance of Additional Bonds may, at the option of the Authority, beplaced in time deposits or certificates of deposit secured by obligations of the type hereinafterdescribed, or be invested in direct obligations of the United States of America, obligationsguaranteed or insured by the United States of America, which, in the opinion of the Attorney
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General of the United States, are backed by its full faith and credit or represent its generalobligations, or invested in obligations of instrumentalities of the United States of America,including, but not limited to, evidences of indebtedness issued, insured, or guaranteed by suchgovernmental agencies as the Federal Land Banks, Federal Intermediate Credit Banks, Banks forCooperatives, Federal Home Loan Banks, Government National Mortgage Association, UnitedStates Postal Service, Farmers Home Administration, Federal Home Loan Mortgage Association,Small Business Administration, Federal Housing Association, or Participation Certificates in theFederal Assets Financing Trust; provided that all such deposits and investments shall be made insuch manner that the money required to be expended from any Fund will be available at the propertime or times. Such investments shall be valued in terms of current market value as of the last dayof each year. Such investments shall be sold promptly when necessary to prevent any default inconnection with the Bonds or Additional Bonds, consistent with the resolutions, respectively,authorizing their issuance.
(c) Money in all Funds created or maintained by this Resolution, to the extent not invested,shall be secured in the manner prescribed by law.
SECTION 12. INTEREST AND SINKING FUND REQUIREMENTS. There shall bedeposited into the Interest and Sinking Fund the following:
(a) immediately after the delivery of the Series 2015 Bonds to the initial purchasernamed in Section 24 of this Resolution, all accrued interest from the proceeds fromthe sale of the Series 2015 Bonds shall be deposited to the credit of the Interest andSinking Fund.
(b) on or before June 30, 2015, and semiannually thereafter on or before each June 30and December 31 thereafter, an amount sufficient, together with any other amountson deposit therein and available for such purpose, to pay the interest and/or principaland interest coming due on the Bonds (including any amount of principal of theBonds required to be redeemed prior to maturity) on the next succeeding interestpayment date.
SECTION 13. RESERVE FUND REQUIREMENTS. On the date of passage of thisResolution, the amount on deposit in the Reserve Fund is to equal or exceeds the "Reserve RequiredAmount" (as defined in the following sentence), and on the date of delivery of the Series 2015Bonds, the amount on deposit in the Reserve Fund is expected to continue to equal or exceed the"Reserve Required Amount" (as defined in the following sentence); therefore, the Authority will notmake a deposit into the Reserve Fund from proceeds of the Series 2015 Bonds or other availablefunds on deposit in the Flood Tax Revenue Fund on the date of delivery of the Series 2015 Bonds.No deposits shall be made into the Reserve Fund as long as the money and investments in theReserve Fund are at least equal in market value to the average annual principal and interestrequirements on all Bonds and any Additional Bonds (the "Reserve Required Amount"); providedthat if the amount in the Reserve Fund is at any time, or should be depleted to, less than the ReserveRequired Amount in market value, then all available Gross Flood Tax Revenues remaining aftermaking the deposits required to be made to the credit of the Interest and Sinking Fund shall be
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deposited into the Reserve Fund until the Reserve Fund contains or is restored to the ReserveRequired Amount in market value. At all times when, but only during such times as, the ReserveFund contains the Reserve Required Amount in market value, all amounts in excess thereof (otherthan any amounts required to be rebated to the United States pursuant to Section 22 hereof) shallpromptly be transferred and deposited to the Authority's general operating fund and commingledwith other substantial revenues therein, to be used for any lawful purpose; provided, however anysuch excess funds attributed to have been originally deposited into the Reserve Fund from proceedsof any Outstanding Bonds shall be deposited into the Interest and Sinking Fund.
SECTION 14. PAYMENT OF BONDS AND ADDITIONAL BONDS. On or before eachJanuary 1 and July 1 while any of the Bonds or Additional Bonds are outstanding and unpaid, theAuthority shall make available to the Paying Agents therefor, out of the Interest and Sinking Fund,or if necessary, out of the Reserve Fund, money sufficient to pay, on each of such dates, theprincipal of and interest on the Bonds and Additional Bonds as the same matures and comes due,or to redeem the Bonds or Additional Bonds prior to maturity, either upon mandatory redemptionor at the option of the Board of Directors. The Paying Agents shall destroy all paid Bonds andAdditional Bonds and furnish the Authority at least once a year with an appropriate certificate ofcancellation or destruction.
SECTION 15. FINAL DEPOSITS. (a) Any Bond or Additional Bond shall be deemed tobe paid, retired, and no longer outstanding within the meaning of this Resolution when payment ofthe principal of, redemption premium, if any, on such Bond or Additional Bond, plus interest thereonto the due date thereof (whether such due date be by reason of maturity, upon redemption, orotherwise) either (i) shall have been made or caused to be made in accordance with the terms thereof(including the giving of any required notice of redemption), or (ii) shall have been provided byirrevocably depositing with or making available to a Paying Agent therefor, in trust and irrevocablyset aside exclusively for such payment (1) money sufficient to make such payment or (2)Government Obligations which mature as to principal and interest in such amounts and at such timesas will insure the availability, without reinvestment, of sufficient money to make such payment, andall necessary and proper fees, compensation, and expenses of such Paying Agent pertaining to theBonds and Additional Bonds with respect to which such deposit is made shall have been paid or thepayment thereof provided for to the satisfaction of such Paying Agent. At such time as a Bond orAdditional Bond shall be deemed to be paid hereunder, as aforesaid, it shall no longer be securedby or entitled to the benefits of this Resolution or a lien on and pledge of the Gross Flood TaxRevenues, and shall be entitled to payment solely from such money or Government Obligations.
(b) Any moneys so deposited with a Paying Agent may at the direction of the Authority alsobe invested in Government Obligations, maturing in the amounts and times as hereinbefore set forth,and all income from all Government Obligations in the hands of the paying agent pursuant to thisSection which is not required for the payment of the Bonds and Additional Bonds, the redemptionpremium, if any, and interest thereon, with respect to which such money has been so deposited, shallbe turned over to the Authority or deposited as directed by the Authority.
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SECTION 16. ADDITIONAL BONDS. (a) The Authority shall have the right and powerat any time and from time to time, and in one or more Series or issues, to authorize, issue, anddeliver additional parity revenue bonds (herein called "Additional Bonds"), in accordance with law,in any amounts, for any lawful purpose, including the refunding of any Bonds, Additional Bonds,or other obligations. Such Additional Bonds, if and when authorized, issued, and delivered in accor-dance with this Resolution, shall be payable from and secured by an irrevocable first lien on andpledge of the Gross Flood Tax Revenues, and secured by the Reserve Fund, equally and ratably ona parity in all respects with the Bonds.
(b) The principal of and interest on all Additional Bonds must be scheduled to be paid, beredeemed, or mature on January 1 and/or July 1 of the years in which such principal and interest arescheduled to be paid, be redeemed, or mature.
SECTION 17. FURTHER REQUIREMENTS FOR ADDITIONAL BONDS. AdditionalBonds shall be issued only in accordance with this Resolution, and no installment, Series, or issueof Additional Bonds shall be issued or delivered unless:
(a) The Chairman, Secretary or Assistant Secretary of the Board of Directors of theAuthority sign a written certificate (i) to the effect that the Authority is not in default as to anycovenant, condition, or obligation in connection with all then outstanding Bonds and AdditionalBonds, and the resolutions authorizing same, and that the Interest and Sinking Fund and the ReserveFund each contains the amount then required to be on deposit therein, and (ii) to the effect that,assuming the Tax Rolls of the County for the then current tax year were continued in effect duringeach future tax year, the Gross Flood Tax Revenues estimated to be received from the taxes requiredto be levied by the County under the Amendatory Contract would be sufficient to pay when due andpayable all principal of and interest on all Bonds and Additional Bonds scheduled to be outstandingafter the delivery of the then proposed Additional Bonds.
(b) Provision shall be made in the resolution authorizing such Additional Bonds forincreasing, if and to the extent necessary, the Reserve Fund to the Reserve Required Amount inmarket value, as defined in Section 13 hereof, either by providing for the deposit of all or any partof any required increase in cash from the proceeds from the sale of such Additional Bonds or fromany other available source, and/or by providing for the deposit of all surplus Gross Flood TaxRevenues to the credit of the Reserve Fund until it contains the Reserve Required Amount in marketvalue, as provided in Section 13 hereof.
(c) All calculations of principal and interest requirements of any Bonds made in connectionwith the issuance of any then proposed Additional Bonds shall be made as of the date of suchAdditional Bonds; and also in making calculations for such purpose, and for any other purpose underthis Resolution, principal amounts of any Bonds which must be redeemed prior to maturity pursuantto any applicable mandatory redemption requirements shall be deemed to be maturing amounts ofprincipal of such Bonds.
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SECTION 18. GENERAL COVENANTS. The Authority further covenants and agrees thatin accordance with and to the extent required or permitted by law:
(a) Performance. It will faithfully perform at all times any and all covenants, undertakings,stipulations, and provisions contained in this Resolution, and each resolution authorizing theissuance of Additional Bonds, and in each and every Bond and Additional Bond; that it willpromptly pay or cause to be paid the principal of and interest on every Bond and Additional Bond,on the dates and in the places and manner prescribed in such resolutions and Bonds or AdditionalBonds; and that it will, at the times and in the manner prescribed, deposit or cause to be depositedthe amounts required to be deposited into the Interest and Sinking Fund and the Reserve Fund; andany holder of the Bonds or Additional Bonds may require the Authority, its Board of Directors, itsofficials, and employees, to carry out, respect, or enforce the covenants and obligations of thisResolution, or any resolution authorizing the issuance of Additional Bonds, by all legal and equit-able means, including specifically, but without limitation, the use and filing of mandamusproceedings in any court of competent jurisdiction, against the Authority, its Board of Directors, itsofficials, and employees.
(b) Authority's Legal Authority. The Authority is duly authorized under the Constitution andlaws of the State of Texas to create and issue the Bonds and Additional Bonds; that all action on itspart for the creation and issuance of the said obligations has been or will be duly and effectivelytaken, and that said obligations in the hands of the holders and owners thereof are and will be validand enforceable special obligations of the Authority in accordance with their terms.
(c) Further Encumbrance. While the Bonds or any Additional Bonds are outstanding andunpaid, the Authority shall not additionally encumber the Gross Flood Tax Revenues in any manner,except as permitted in this Resolution in connection with Additional Bonds, unless saidencumbrance is made junior and subordinate in all respects to the liens, pledges, covenants, andagreements of this Resolution and any resolution authorizing the issuance of Additional Bonds; butthe right of the Authority to issue revenue bonds payable from a subordinate lien on the Gross FloodTax Revenues is specifically recognized and retained.
(d) Records. The Authority shall keep proper books of record and account in which full,true, proper, and correct entries will be made of all dealings, activities, and transactions relating tothe Gross Flood Tax Revenues, and the Funds created pursuant to this Resolution, and all books,documents, and vouchers relating thereto shall at all reasonable times be made available forinspection upon request of any Bondholder.
(e) Audits. After the close of each year while any of the Bonds or any Additional Bonds areoutstanding, an audit will be made of the books and accounts relating to the Gross Flood TaxRevenues, and the Funds created pursuant to this Resolution, by the State Auditor of the State ofTexas or an independent certified public accountant. As soon as practicable after the close of eachsuch year, and when said audit has been completed and made available to the Authority, a copy ofsuch audit for the preceding year shall be mailed to the Municipal Advisory Council of Texas andto any Bondholders who shall so request in writing. The annual audit reports shall be open to theinspection of the Bondholders and their agents and representatives at all reasonable times.
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(f) Amendatory Contract. The Authority will comply with the terms and conditions of theAmendatory Contract and will cause the County, its officials, and employees to comply with all ofits and their obligations under the Amendatory Contract by all legal and equitable means, includingspecifically, but without limitation, the use and filing of mandamus proceeding in any court ofcompetent jurisdiction; and the Amendatory Contract will not be rescinded, modified, or amendedin any way which would have a materially adverse effect on the rights of the owners of the Bondsand Additional Bonds. The Authority specifically covenants and agrees that it will, prior to June25th of each tax year, notify the County in writing of the amount of the principal of and interest onall Bonds and Additional Bonds scheduled to mature, be redeemed, be paid, and come due duringthe tax year commencing with the next October 1.
(g) No Arbitrage. The Authority covenants to and with the purchasers of the Bonds and anyAdditional Bonds that no use will be made of the proceeds of any of such bonds at any timethroughout the term of any of such bonds which, if such use had been reasonably expected on thedate of any of such bonds to and payment therefor by the purchasers, would have caused any of suchbonds to be arbitrage bonds within the meaning of section 148 of the Internal Revenue Code of1986, as amended, (the "Code") or any regulations or rulings pertaining thereto; and by this covenantthe Authority is obligated to comply with the requirements of the aforesaid section 148 and allapplicable and pertinent Department of the Treasury regulations relating to arbitrage bonds. TheAuthority further covenants that the proceeds of all such bonds will not otherwise be used directlyor indirectly so as to cause all or any part of such bonds to be or become arbitrage bonds within themeaning of the aforesaid section 148, or any regulations pertaining thereto.
SECTION 19. AMENDMENT OF RESOLUTION. (a) The holders and owners of Bondsand Additional Bonds aggregating in principal amount 51% of the aggregate principal amount ofthe then outstanding Bonds and Additional Bonds shall have the right from time to time to approveany amendment to this Resolution or any resolution authorizing the issuance of Additional Bonds(hereinafter in this Section collectively called the "Resolution") which may be deemed necessaryor desirable by the Authority, provided, however, that nothing herein contained shall permit or beconstrued to permit the amendment of the terms and conditions in this Resolution or in the Bondsor Additional Bonds so as to:
(1) Make any change in the maturity of the outstanding Bonds or AdditionalBonds;
(2) Reduce the rate of interest borne by any of the outstanding Bonds orAdditional Bonds;
(3) Reduce the amount of the principal payable on the outstanding Bonds orAdditional Bonds;
(4) Modify the terms of payment of principal of or interest on the outstandingBonds or Additional Bonds, or impose any conditions with respect to such payment;
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(5) Affect the rights of the holders and owners of less than all of the Bonds andAdditional Bonds then outstanding;
(6) Change the minimum percentage of the principal amount of Bonds andAdditional Bonds necessary for consent to such amendment.
(b) If at any time the Authority shall desire to amend the Resolution under this Section, theAuthority shall cause notice of the proposed amendment to be published in a financial newspaperor journal published in The City of New York, New York, or in the City of Austin, Texas, onceduring each calendar week for at least two successive calendar weeks. Such Notice shall briefly setforth the nature of the proposed amendment and shall state that a copy thereof is on file at theprincipal office of the Paying Agents for inspection by all holders and owners of Bonds andAdditional Bonds. Such publication is not required, however, if notice in writing is given to eachholder and owner of Bonds and Additional Bonds.
(c) Whenever at any time not less than thirty days, and within one year, from the date of thefirst publication of said notice or other service of written notice the Authority shall receive aninstrument or instruments executed by the holders and owners of at least 51% in aggregate principalamount of all Bonds and Additional Bonds then outstanding, which instrument or instruments shallrefer to the proposed amendment described in said notice and which specifically consent to andapprove such amendment in substantially the form of the copy thereof on file with the PayingAgents, the Board of Directors of the Authority may adopt the amendatory resolution in substantiallythe same form.
(d) Upon the adoption of any amendatory resolution pursuant to the provisions of thisSection, this Resolution shall be deemed to be amended in accordance with such amendatoryresolution, and the respective rights, duties, and obligations under this Resolution of the Authority,and all the holders and owners of the then outstanding Bonds and Additional Bonds and all futureBonds and Additional Bonds shall thereafter be determined, exercised, and endorsed hereunder,subject in all respects to such amendments.
(e) Any consent given by the holder or owner of a Bond or Additional Bond pursuant to theprovisions of this Section shall be irrevocable for a period of six months from the date of the firstpublication of the notice provided for in this Section, and shall be conclusive and binding upon allfuture holders or owners of the same Bond or Additional Bond during such period. Such consentmay be revoked at any time after six months from the date of the first publication of such notice bythe holder or owner who gave such consent, or by a successor in title, by filing notice thereof withthe paying agents and the Authority, but such revocation shall not be effective if the holders andowners of 51% in aggregate principal amount of then outstanding Bonds and Additional Bonds asin this Section defined have, prior to the attempted revocation, consented and approved theamendment.
(f) For the purpose of this Section, the fact of the holding by any bondholder of Bonds orAdditional Bonds which are coupon bonds payable to bearer, and the amount and numbers of suchBonds or Additional Bonds, and the date of their holding same, may be proved by the affidavit ofthe person claiming to be such holder, or by a certificate executed by any trust company, bank,
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banker, or any other depository wherever situated showing that at the date therein mentioned suchperson had on deposit with such trust company, bank, banker, or other depository, the Bonds andAdditional Bonds described in such certificate. The Authority may conclusively assume that suchownership continues until written notice to the contrary is served upon the Authority. For thepurposes of this Section the ownership of all Bonds and Additional Bonds which are registered shallbe determined by the Registration Books of the registrar therefor.
SECTION 20. DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYEDBONDS. (a) Replacement Bonds. In the event any outstanding Series 2015 Bond is damaged,mutilated, lost, stolen, or destroyed, the Paying Agent/Registrar shall cause to be printed, executed,and delivered, a new bond of the same principal amount, maturity, and interest rate, as the damaged,mutilated, lost, stolen, or destroyed Series 2015 Bond, in replacement for such Series 2015 Bondin the manner hereinafter provided.
(b) Application for Replacement Bonds. Application for replacement of damaged, mutilated,lost, stolen, or destroyed Series 2015 Bonds shall be made by the registered owner thereof to thePaying Agent/Registrar. In every case of loss, theft, or destruction of a Series 2015 Bond, theregistered owner applying for a replacement bond shall furnish to the Authority and to the PayingAgent/Registrar such security or indemnity as may be required by them to save each of themharmless from any loss or damage with respect thereto. Also, in every case of loss, theft, ordestruction of a Series 2015 Bond, the registered owner shall furnish to the Authority and to thePaying Agent/ Registrar evidence to their satisfaction of the loss, theft, or destruction of such Series2015 Bond, as the case may be. In every case of damage or mutilation of a Series 2015 Bond, theregistered owner shall surrender to the Paying Agent/Registrar for cancellation the Series 2015 Bondso damaged or mutilated.
(c) No Default Occurred. Notwithstanding the foregoing provisions of this Section, in theevent any such Series 2015 Bond shall have matured, and no default has occurred which is then con-tinuing in the payment of the principal of, redemption premium, if any, or interest on the Series 2015Bond, the Authority may authorize the payment of the same (without surrender thereof except in thecase of a damaged or mutilated Series 2015 Bond) instead of issuing a replacement Series 2015Bond, provided security or indemnity is furnished as above provided in this Section.
(d) Charge for Issuing Replacement Bonds. Prior to the issuance of any replacement bond,the Paying Agent/Registrar shall charge the registered owner of such Series 2015 Bond with alllegal, printing, and other expenses in connection therewith. Every replacement bond issued pursuantto the provisions of this Section by virtue of the fact that any Series 2015 Bond is lost, stolen, ordestroyed shall constitute a contractual obligation of the Authority whether or not the lost, stolen,or destroyed Series 2015 Bond shall be found at any time, or be enforceable by anyone, and shallbe entitled to all the benefits of this Resolution equally and proportionately with any and all otherSeries 2015 Bonds duly issued under this Resolution.
(e) Authority for Issuing Replacement Bonds. In accordance with Chapter 1206, TexasGovernment Code, as amended, this Section of this Resolution shall constitute authority for theissuance of any such replacement bond without necessity of further action by the governing body
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of the Authority or any other body or person, and the duty of the replacement of such bonds ishereby authorized and imposed upon the Paying Agent/Registrar, and the Paying Agent/Registrarshall authenticate and deliver such Series 2015 Bonds in the form and manner and with the effect,as provided in this Resolution for Series 2015 Bonds issued in conversion and exchange for otherSeries 2015 Bonds.
SECTION 21. CUSTODY, APPROVAL, AND REGISTRATION OF THE INITIALSERIES 2015 BONDS; BOND COUNSEL'S OPINION; CUSIP NUMBERS; AND INSUR-ANCE. The Chairman of the Authority is hereby authorized to have control of the Series 2015Bonds issued hereunder and all necessary records and proceedings pertaining to such Series 2015Bonds pending their delivery and their investigation, examination, and approval by the AttorneyGeneral of the State of Texas, and their registration by the Comptroller of Public Accounts of theState of Texas. Upon registration of the Initial Series 2015 Bond said Comptroller of PublicAccounts (or a deputy designated in writing to act for said Comptroller) shall manually sign theComptroller's Registration Certificate on the Initial Series 2015 Bond, and the seal of saidComptroller shall be impressed, or placed in facsimile, on the Initial Series 2015 Bond. Theapproving legal opinion of the Authority's Bond Counsel and the assigned CUSIP numbers may, atthe option of the Authority, be printed on the Series 2015 Bonds, but neither shall have any legaleffect, and shall be solely for the convenience and information of the registered owners of the Series2015 Bonds. If insurance is obtained on any of the Series 2015 Bonds, the Series 2015 Bonds maybear, as appropriate and applicable, a legend concerning insurance as provided by the insurer.
SECTION 22. COVENANTS REGARDING TAX EXEMPTION OF INTEREST ONTHE SERIES 2015 BONDS. (a) Covenants. The Authority covenants to take any actionnecessary to assure, or refrain from any action which would adversely affect, the treatment of theSeries 2015 Bonds as obligations described in section 103 of the Internal Revenue Code of 1986,as amended (the "Code"), the interest on which is not includable in the "gross income" of the holderfor purposes of federal income taxation. In furtherance thereof, the Authority covenants as follows:
(1) to take any action to assure that no more than 10 percent of the proceeds of theSeries 2015 Bonds or the Refunded Obligations or the projects financed or refinancedtherewith (less amounts deposited to a reserve fund, if any) are used for any "privatebusiness use," as defined in section 141(b)(6) of the Code or, if more than 10 percent of theproceeds of the Series 2015 Bonds or the Refunded Obligations or the projects financed orrefinanced therewith are so used, such amounts, whether or not received by the Authoritywith respect to such private business use, do not, under the terms of this Resolution or anyunderlying arrangement, directly or indirectly, secure or provide for the payment of morethan 10 percent of the debt service on the Series 2015 Bonds, in contravention of section141(b)(2) of the Code;
(2) to take any action to assure that in the event that the "private business use"described in subsection (1) hereof exceeds 5 percent of the proceeds of the Series 2015Bonds or the Refunded Obligations or the projects financed or refinanced therewith (lessamounts deposited into a reserve fund, if any) then the amount in excess of 5 percent is used
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for a "private business use" which is "related" and not "disproportionate," within themeaning of section 141(b)(3) of the Code, to the governmental use;
(3) to take any action to assure that no amount which is greater than the lesser of$5,000,000, or 5 percent of the proceeds of the Series 2015 Bonds (less amounts depositedinto a reserve fund, if any) is directly or indirectly used to finance loans to persons, otherthan state or local governmental units, in contravention of section 141(c) of the Code;
(4) to refrain from taking any action which would otherwise result in the Series 2015Bonds being treated as "private activity bonds" within the meaning of section 141(b) of theCode;
(5) to refrain from taking any action that would result in the Series 2015 Bondsbeing "federally guaranteed" within the meaning of section 149(b) of the Code;
(6) to refrain from using any portion of the proceeds of the Series 2015 Bonds,directly or indirectly, to acquire or to replace funds which were used, directly or indirectly,to acquire investment property (as defined in section 148(b)(2) of the Code) which producesa materially higher yield over the term of the Series 2015 Bonds, other than investmentproperty acquired with --
(A) proceeds of the Series 2015 Bonds invested for a reasonable temporaryperiod of three years or less or, in the case of a refunding bond, for a period of thirtydays or less until such proceeds are needed for the purpose for which the Series 2015Bonds are issued,
(B) amounts invested in a bona fide debt service fund, within the meaningof section l.148-1(b) of the Treasury Regulations, and
(C) amounts deposited in any reasonably required reserve or replacementfund to the extent such amounts do not exceed 10 percent of the proceeds of theSeries 2015 Bonds;
(7) to otherwise restrict the use of the proceeds of the Series 2015 Bonds or amountstreated as proceeds of the Series 2015 Bonds, as may be necessary, so that the Series 2015Bonds do not otherwise contravene the requirements of section 148 of the Code (relating toarbitrage) and, to the extent applicable, section 149(d) of the Code (relating to advancerefundings); and
(8) to pay to the United States of America at least once during each five-year period(beginning on the date of delivery of the Series 2015 Bonds) an amount that is at least equalto 90 percent of the "Excess Earnings," within the meaning of section 148(f) of the Code andto pay to the United States of America, not later than 60 days after the Series 2015 Bondshave been paid in full, 100 percent of the amount then required to be paid as a result ofExcess Earnings under section 148(f) of the Code.
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(b) Rebate Fund. In order to facilitate compliance with the above covenant (8), a "RebateFund" is hereby established by the Authority for the sole benefit of the United States of America,and such fund shall not be subject to the claim of any other person, including without limitation thebondholders. The Rebate Fund is established for the additional purpose of compliance with section148 of the Code.
(c) Proceeds. The Authority understands that the term "proceeds" includes "dispositionproceeds" as defined in the Treasury Regulations and, in the case of refunding bonds, transferredproceeds (if any) and proceeds of the refunded bonds expended prior to the date of issuance of theSeries 2015 Bonds. It is the understanding of the Authority that the covenants contained herein areintended to assure compliance with the Code and any regulations or rulings promulgated by the U.S.Department of the Treasury pursuant thereto. In the event that regulations or rulings are hereafterpromulgated which modify or expand provisions of the Code, as applicable to the Series 2015Bonds, the Authority will not be required to comply with any covenant contained herein to the extentthat such failure to comply, in the opinion of nationally recognized bond counsel, will not adverselyaffect the exemption from federal income taxation of interest on the Series 2015 Bonds under section103 of the Code. In the event that regulations or rulings are hereafter promulgated which imposeadditional requirements which are applicable to the Series 2015 Bonds, the Authority agrees tocomply with the additional requirements to the extent necessary, in the opinion of nationallyrecognized bond counsel, to preserve the exemption from federal income taxation of interest on theSeries 2015 Bonds under section 103 of the Code. In furtherance of such intention, the Authorityhereby authorizes and directs the Chairman and Vice Chairman of the Board of Directors and theGeneral Manager and chief financial officer of the Authority to execute any documents, certificatesor reports required by the Code and to make such elections, on behalf of the Authority, which maybe permitted by the Code as are consistent with the purpose for the issuance of the Series 2015Bonds.
(d) Allocation of, and Limitation on, Expenditures for the Project. The Authority covenantsto account for the expenditure of sale proceeds and investment earnings to be used for the purposesdescribed in Section 1 of this Resolution (collectively referred to herein as the "Project") on itsbooks and records in accordance with the requirements of the Code. The Authority recognizes thatin order for the proceeds to be considered used for the reimbursement of costs, the proceeds mustbe allocated to expenditures within 18 months of the later of the date that (1) the expenditure ismade, or (2) the Project is completed; but in no event later than three years after the date on whichthe original expenditure is paid. The foregoing notwithstanding, the Authority recognizes that inorder for proceeds to be expended under the Code, the sale proceeds or investment earnings mustbe expended no more than 60 days after the earlier of (1) the fifth anniversary of the delivery of theSeries 2015 Bonds, or (2) the date the Series 2015 Bonds are retired. The Authority agrees to obtainthe advice of nationally-recognized bond counsel if such expenditure fails to comply with theforegoing to assure that such expenditure will not adversely affect the tax-exempt status of the Series2015 Bonds. For purposes hereof, the Authority shall not be obligated to comply with this covenantif it obtains an opinion that such failure to comply will not adversely affect the excludability forfederal income tax purposes from gross income of the interest.
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(e) Disposition of Project. The Authority covenants that the property constituting theprojects financed or refinanced with the proceeds of the Series 2015 Bonds will not be sold orotherwise disposed in a transaction resulting in the receipt by the Authority of cash or othercompensation, unless the Authority obtains an opinion of nationally-recognized bond counsel thatsuch sale or other disposition will not adversely affect the tax-exempt status of the Series 2015Bonds. For purposes of the foregoing, the portion of the property comprising personal property anddisposed in the ordinary course shall not be treated as a transaction resulting in the receipt of cashor other compensation. For purposes hereof, the Authority shall not be obligated to comply with thiscovenant if it obtains an opinion that such failure to comply will not adversely affect theexcludability for federal income tax purposes from gross income of the interest.
(f) Written Procedures. Unless superseded by another action of the Board of Directors, theBoard of Directors hereby adopts and establishes the instructions attached hereto as Exhibit B as theAuthority's written procedures to ensure compliance with the covenants contained herein regardingprivate business use, remedial actions, arbitrage and rebate.
(g) Designation as Qualified Tax-Exempt Obligations. The Authority hereby designates theSeries 2015 Bonds (or deems such applicable refunding obligations deemed designated) as"qualified tax-exempt obligations" as defined in section 265(b)(3) of the Code, conditioned uponthe purchaser identified in Section 24 hereof certifying that the aggregate initial offering price of theSeries 2015 Bonds to the public (excluding any accrued interest) is no greater than $10,000,000 (orsuch amount permitted by such section 265 of the Code). Assuming such condition is met, infurtherance of such designation, the Authority represents, covenants and warrants the following: (a)that during the calendar year in which the Series 2015 Bonds are issued, the Authority (includingany subordinate entities) has not designated nor will designate obligations, which when aggregatedwith the Series 2015 Bonds, will result in more than $10,000,000 (or such amount permitted by suchsection 265 of the Code) of "qualified tax-exempt obligations" being issued; (b) that the Authorityreasonably anticipates that the amount of tax-exempt obligations issued during the calendar year inwhich the Series 2015 Bonds are issued, by the Authority (or any subordinate entities) will notexceed $10,000,000 (or such amount permitted by such section 265 of the Code); and, (c) that theAuthority will take such action or refrain from such action as necessary, and as more particularlyset forth in this Section, in order that the Series 2015 Bonds will not be considered "private activitybonds" within the meaning of section 141 of the Code.
SECTION 23. NO RULE 15c2-12 UNDERTAKING. The Authority has not made anundertaking in accordance with Rule 15c2-12 of the Securities and Exchange Commission (the"Rule") in connection with the issuance of the Series 2015 Bonds inasmuch as the "Purchaser" ofthe Series 2015 Bonds identified in Section 24 of this Resolution is not acting as an "underwriter ina primary offering of municipal securities" within the meaning of the Rule. The Authority, is not,therefore, obligated pursuant to the Rule to provide any on-going disclosure relating to the Authorityor the Series 2015 Bonds; however, so long as the Purchaser or its assignee is the sole RegisteredOwner of the Series 2015 Bonds, unless waived by the Purchaser, the Authority shall provide thefollowing to the Purchaser:
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(a) Audited financial statements, to be provided within 180 days after the closeof each fiscal year ending on and after June 30, 2015; and
(b) Such other financial information regarding the Authority as the Purchasershall reasonably request.
SECTION 24. SALE OF SERIES 2015 BONDS. The Series 2015 Bonds are herebyinitially sold and shall be delivered to _______________ (the "Purchaser") for cash for the parvalue thereof and no accrued interest pursuant to a Purchase and Investment Letter, in substantiallythe form attached hereto as Exhibit C, which the Chairman or Vice Chairman of the Board ofDirectors of the Authority is hereby authorized to accept, approve all changes, and execute on behalfof the Authority. In satisfaction of Section 1201.022(a)(3), Texas Government Code, and uponconsultation with the Authority's Financial Advisor, the Board of Directors hereby determines thatthe final terms of the Series 2015 Bonds as set forth in this Resolution are in the Authority's bestinterests. The Series 2015 Bonds shall initially be registered in the name of________________________.
SECTION 25. APPROVAL OF DEPOSIT AGREEMENT; REFUNDING OFREFUNDED BONDS. Concurrently with the initial delivery of the Series 2015 Bonds, theAuthority shall deposit an amount from the proceeds from the sale of the Series 2015 Bonds andother available funds of the Authority, if required, with U.S. Bank National Association, Dallas,Texas, as "Deposit Agent," sufficient to provide for the refunding of the Refunded Bonds, all inaccordance with Chapter 1207. Attached hereto as Exhibit D is a Deposit Agreement, dated as ofJanuary 1, 2015, between the Authority and U.S. Bank National Association as the Deposit Agentin connection with the Refunded Bonds, which is hereby approved in substantially final form, andthe Chairman, Vice Chairman, Secretary and Assistant Secretary of the Authority are herebyauthorized, for and on behalf of the Authority, to approve any changes in the Deposit Agreementfrom the form attached hereto and to execute the Deposit Agreement in final form.
SECTION 26. REDEMPTION OF REFUNDED BONDS. There is attached to thisResolution as Exhibit E, and made a part hereof for all purposes, a NOTICE OF DEFEASANCEAND REDEMPTION for the Refunded Bonds. The Authority hereby exercises its option to redeemprior to maturity the Refunded Bonds described in the NOTICE OF DEFEASANCE ANDREDEMPTION, and said obligations are hereby called for redemption, and shall be redeemed, priorto maturity, on the date, at the place, and at the redemption price set forth therein.
A copy of the NOTICE OF DEFEASANCE AND REDEMPTION (i) shall be sent, at leastthirty (30) days prior to the date fixed for such redemption, to all registered owners of the RefundedBonds by first class mail postage prepaid, addressed to such registered owners at their respectiveaddresses shown on the registration books of the paying agent/registrar for the Refunded Bonds, and(ii) shall be posted, as soon as practical after the adoption of this Resolution, with the MunicipalSecurities Rulemaking Board through its Electronic Municipal Market Access ("EMMA") systemin order to comply with the Authority's requirements under the Rule to provide notice of theoccurrence of certain events.
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SECTION 27. FURTHER PROCEDURES. The Chairman, Vice Chairman, Secretary andAssistant Secretary of the Board of Directors of the Authority, and the General Manager, AssistantGeneral Manager, and chief financial officer of the Authority, and all other officers, employees, andagents of the Authority, and each of them, shall be and they are hereby expressly authorized,empowered, and directed from time to time and at any time to do and perform all such acts andthings and to execute, acknowledge, and deliver in the name and under the corporate seal and onbehalf of the Authority all such instruments, whether or not herein mentioned, as may be necessaryor desirable in order to carry out the terms and provisions of this Resolution, the Series 2015 Bonds,the initial sale and delivery of the Series 2015 Bonds, and the Official Statement. In case any officerwhose signature shall appear on any Series 2015 Bond shall cease to be such officer before thedelivery of such Series 2015 Bond, such signature shall nevertheless be valid and sufficient for allpurposes the same as if such officer had remained in office until such delivery. The chief financialofficer of the Authority is further authorized to pay to the Attorney General of Texas prior to thedelivery of the Series 2015 Bonds, for the Attorney General's review of the transcript of proceedingsrelated to the Series 2015 Bonds, the amount required pursuant to Section 1202.004, TexasGovernment Code, as amended.
Furthermore, at any time prior to the delivery of the Series 2015 Bonds, the Chairman, ViceChairman, Secretary or Assistant Secretary of the Board, the General Manager, Assistant GeneralManager, and chief financial officer of the Authority, and Bond Counsel to the Authority each arehereby individually authorized and directed to approve any changes or corrections to this Resolutionor to any of the instruments authorized and approved by this Resolution necessary in order to (i)correct any ambiguity or mistake or properly or more completely document the transactioncontemplated and approved by this Resolution, (ii) obtain a rating from any of the national bondrating agencies or municipal bond insurance from a municipal bond insurance company, or (iii)obtain the approval of the Series 2015 Bonds by the Texas Attorney General's office.
SECTION 28. REMEDIES IN EVENT OF DEFAULT. In addition to all the rights andremedies provided by the laws of the State of Texas, it is specifically covenanted and agreedparticularly that in the event the Authority (i) defaults in the payment of the principal, premium, ifany, or interest on the Series 2015 Bonds, (ii) defaults in the deposits and credits required to be madeto the Interest and Sinking Fund, or (iii) defaults in the observance or performance of any other ofthe covenants, conditions or obligations set forth in this Resolution, the Holders of any of the Series2015 Bonds shall be entitled to seek a writ of mandamus issued by a court of proper jurisdictioncompelling and requiring the governing body of the Authority and other officers of the Authorityto observe and perform any covenant, condition or obligation prescribed in this Resolution.
No delay or omission to exercise any right or power accruing upon any default shall impairany such right or power or shall be construed to be a waiver of any such default or acquiescencetherein, and every such right and power may be exercised from time to time and as often as may bedeemed expedient. The specific remedy herein provided shall be cumulative of all other existingremedies, and the specification of such remedy shall not be deemed to be exclusive.
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SECTION 29. INCORPORATION OF RECITALS. The Authority hereby finds that thestatements set forth in the recitals of this Resolution are true and correct, and the Authority herebyincorporates such recitals as a part of this Resolution.
SECTION 30. EFFECTIVE DATE. This Resolution shall become effective immediatelyafter its adoption.
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PASSED AND APPROVED BY THE BOARD OF DIRECTORS OF THE SANANTONIO RIVER AUTHORITY ON THE 17TH DAY OF DECEMBER, 2014.
ATTEST: APPROVED:
_________________________________ _________________________________Secretary, Board of Directors Chairman, Board of Directors
(SEAL)
** ** ** ** ** ** ** ** ** ** ** ** **
Signature Page to the Bond Resolution Authorizing the Issuance ofSan Antonio River Authority Channel Improvement Revenue Refunding Bonds, Series 2015
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EXHIBIT A
FORM OF PAYING AGENT/REGISTRAR AGREEMENT
The Paying Agent/Registrar Agreement is omitted at this point as it appears in executed form elsewhere in this Transcript of Proceedings.
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EXHIBIT B
WRITTEN PROCEDURES RELATING TO CONTINUING COMPLIANCE WITH FEDERAL TAX COVENANTS
A. Arbitrage. With respect to the investment and expenditure of the proceeds of theSeries 2015 Bonds, the Authority's chief financial officer (the "Responsible Person"), whichcurrently is the Director of Support Services of the Authority, will:
(i) monitor all amounts deposited into a sinking fund or funds (e.g., the Interest andSinking Fund), to assure that the maximum amount invested at a yield higher thanthe yield on the Series 2015 Bonds does not exceed an amount equal to the debtservice on the Series 2015 Bonds in the succeeding 12 month period plus a carryoveramount equal to one-twelfth of the principal and interest payable on the Series 2015Bonds for the immediately preceding 12-month period;
(ii) monitor the actions of the Deposit Agent to ensure compliance with the applicableprovisions of the Deposit Agreement, including with respect to reinvestment of cashbalances;
(iii) ensure that the applicable information return (e.g., IRS Form 8038-G, 8038-GC, orany successor forms) is timely filed with the IRS; and
(iv) assure that, unless excepted from rebate and yield restriction under section 148(f) of
the Code, excess investment earnings are computed and paid to the U.S. governmentat such time and in such manner as directed by the IRS (A) at least every 5 yearsafter the date of delivery of the Series 2015 Bonds (the "Issue Date"), and (B) within30 days after the date the Series 2015 Bonds are retired.
B. Private Business Use. With respect to the use of the facilities financed or refinanced
with the proceeds of the Series 2015 Bonds the Responsible Person will:
(i) monitor the date on which the facilities are substantially complete and available tobe used for the purpose intended;
(ii) monitor whether, at any time the Series 2015 Bonds are outstanding, any person,
other than the Authority, the employees of the Authority, the agents of the Authorityor members of the general public has any contractual right (such as a lease, purchase,management or other service agreement) with respect to any portion of the facilities;
(iii) monitor whether, at any time the Series 2015 Bonds are outstanding, any person,other than the Authority, the employees of the Authority, the agents of the Authorityor members of the general public has a right to use the output of the facilities (e.g.,water, gas, electricity);
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(iv) monitor whether, at any time the Series 2015 Bonds are outstanding, any person,other than the Authority, the employees of the Authority, the agents of the Authorityor members of the general public has a right to use the facilities to conduct or todirect the conduct of research;
(v) determine whether, at any time the Series 2015 Bonds are outstanding, any person,other than the Authority, has a naming right for the facilities or any other contractualright granting an intangible benefit;
(vi) determine whether, at any time the Series 2015 Bonds are outstanding, the facilitiesare sold or otherwise disposed of; and
(vii) take such action as is necessary to remediate any failure to maintain compliance withthe covenants contained in the Resolution related to the public use of the facilities.
C. Record Retention. The Responsible Person will maintain or cause to be maintained
all records relating to the investment and expenditure of the proceeds of the Series 2015 Bonds andthe use of the facilities financed or refinanced thereby for a period ending three (3) years after thecomplete extinguishment of the Series 2015 Bonds. If any portion of the Series 2015 Bonds isrefunded with the proceeds of another series of tax-exempt obligations, such records shall bemaintained until the three (3) years after the refunding obligations are completely extinguished.Such records can be maintained in paper or electronic format.
D. Responsible Person. The Responsible Person shall receive appropriate trainingregarding the Authority's accounting system, contract intake system, facilities management and othersystems necessary to track the investment and expenditure of the proceeds and the use of thefacilities financed or refinanced with the proceeds of the Series 2015 Bonds. The foregoingnotwithstanding, the Responsible Person is authorized and instructed to retain such experiencedadvisors and agents as may be necessary to carry out the purposes of these instructions.
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EXHIBIT C
FORM OF PURCHASE AND INVESTMENT LETTER
The Purchase and Investment Letter is omitted at this point as it appears in executed form elsewhere in this Transcript of Proceedings.
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EXHIBIT D
FORM OF DEPOSIT AGREEMENT
The Deposit Agreement is omitted at this point as it appears in executed form elsewhere in this Transcript of Proceedings.
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EXHIBIT E
NOTICE OF DEFEASANCE AND REDEMPTION
To the Holders of theSAN ANTONIO RIVER AUTHORITY
CHANNEL IMPROVEMENT AND REFUNDING REVENUE BONDS, SERIES 2004
NOTICE IS HEREBY GIVEN that the SAN ANTONIO RIVER AUTHORITY, a political subdivision of the Stateof Texas (the "Authority") has deposited cash into an irrevocable escrow account in order to pay, and has legallydefeased, the following maturities of the Authority's outstanding CHANNEL IMPROVEMENT AND REFUNDING REVENUE
BONDS, SERIES 2004, dated October 15, 2004, which are more specifically described as follows (the "Refunded Bonds"):
SAN ANTONIO RIVER AUTHORITY
CHANNEL IMPROVEMENT AND REFUNDING REVENUE BONDS, SERIES 2004
MATURITY
(JULY 1 )PRINCIPAL AMOUNT
MATURING IN YEAR ($)PRINCIPAL AMOUNT
REFUNDED ($)STATED INTEREST
RATE (%)CUSIP NO.
796337
2015 875,000 875,000 3.65 VF7
2016 910,000 910,000 5.00 VG5
2017 955,000 955,000 5.00 VH3
2018 1,005,000 1,005,000 5.00 VJ9
2019 1,055,000 1,055,000 5.00 VK6
2020 1,115,000 1,115,000 5.00 VL4
2021 395,000 395,000 4.20 VM2
2022 105,000 105,000 2.35 VN0
2023 110,000 110,000 4.30 VP5
2024 115,000 115,000 4.40 VQ3
*** *** *** *** ***
2034 1,485,000 1,485,000 4.625 WA7
Totals 8,125,000 8,125,000 *** ***
NOTICE IS FURTHER GIVEN that all of the Refunded Bonds have been called for redemption onJanuary 19, 2015 (the "Redemption Date") at the Redemption Price equal to 100% of par plus accrued interest to theRedemption Date. The Refunded Bonds shall be redeemed and shall become due and payable on the Redemption Date,and the interest thereon shall cease to accrue from and after the Redemption Date.
NOTICE IS FURTHER GIVEN THAT the Refunded Bonds will be payable at and should be submitted eitherin person or by certified or registered mail to the following address:
Overnight Courier or Hand DeliveryU.S. Bank Corporate Trust ServicesAttn: Original Issuances, 2nd floor
60 Livingston Ave.St. Paul, MN 55107
First Class/Registered/Certified MailU.S. Bank Corporate Trust Services
Attn: Original IssuancesP.O. Box 64111
St. Paul, MN 55164-0111
To avoid a backup withholding tax required by Section 3406 of the Internal Revenue Code of 1986, holdersmust submit a properly completed IRS Form W-9._________________________* THE ABOVE REFERENCED CUSIP NUMBERS ARE PROVIDED FOR THE CONVENIENCE OF THE BONDHOLDERS. NEITHER THE PAYING AGENT NOR THE
AUTHORITY ARE RESPONSIBLE FOR ANY ERROR OF ANY NATURE RELATING TO THE CUSIP NUMBERS.
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DRAFT DATE: NOVEMBER 21, 2014
PAYING AGENT/REGISTRAR AGREEMENT
THIS PAYING AGENT/REGISTRAR AGREEMENT, dated as of January 1, 2015 (this"Agreement"), by and between the SAN ANTONIO RIVER AUTHORITY (the "Issuer") and_______________________, ________________, Texas (the "Bank"), a state bank chartered underthe laws of the State of Texas.
WHEREAS, the Issuer has duly authorized and provided for the issuance of its SAN
ANTONIO RIVER AUTHORITY CHANNEL IMPROVEMENT REVENUE REFUNDING BONDS, SERIES
2015 (the "Securities"), such Securities to be issued in fully registered form only as to the paymentof principal and interest thereon; and
WHEREAS, the Securities are scheduled to be delivered to the initial purchasers thereof onor about January 15, 2015; and
WHEREAS, the Issuer has selected the Bank to serve as Paying Agent/Registrar inconnection with the payment of the principal of, premium, if any, and interest on the Securities andwith respect to the registration, transfer, and exchange thereof by the registered owners thereof; and
WHEREAS, the Bank has agreed to serve in such capacities for and on behalf of the Issuerand has full power and authority to perform and serve as Paying Agent/Registrar for the Securities;
NOW, THEREFORE, it is mutually agreed as follows:
ARTICLE ONEAPPOINTMENT OF BANK AS PAYING AGENT AND REGISTRAR
SECTION 1.01. APPOINTMENT. The Issuer hereby appoints the Bank to serve as PayingAgent with respect to the Securities. As Paying Agent for the Securities, the Bank shall beresponsible for paying on behalf of the Issuer the principal, premium (if any), and interest on theSecurities as the same become due and payable to the registered owners thereof, all in accordancewith this Agreement and the "Resolution" (hereinafter defined).
The Issuer hereby appoints the Bank as Registrar with respect to the Securities. As Registrarfor the Securities, the Bank shall keep and maintain for and on behalf of the Issuer books and recordsas to the ownership of said Securities and with respect to the transfer and exchange thereof asprovided herein and in the Resolution, a copy of which books and records shall be maintained at theoffice of the Bank located in the State of Texas or shall be available to be accessed from such officelocated in the State of Texas.
The Bank hereby accepts its appointment, and agrees to serve as the Paying Agent andRegistrar for the Securities.
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SECTION 1.02. COMPENSATION. As compensation for the Bank's services as PayingAgent/Registrar, the Issuer hereby agrees to pay the Bank the fees and amounts set forth inSchedule A attached hereto for the first year of this Agreement and thereafter the fees and amountsset forth in the Bank's current fee schedule then in effect for services as Paying Agent/Registrar formunicipalities, which shall be supplied to the Issuer on or before 90 days prior to the close of theFiscal Year of the Issuer, and shall be effective upon the first day of the following Fiscal Year.
In addition, the Issuer agrees to reimburse the Bank upon its request for all reasonableexpenses, disbursements and advances incurred or made by the Bank in accordance with any of theprovisions hereof (including the reasonable compensation and the expenses and disbursements ofits agents and counsel).
ARTICLE TWODEFINITIONS
SECTION 2.01. DEFINITIONS. For all purposes of this Agreement, except as otherwiseexpressly provided or unless the context otherwise requires:
"Bank Office" means the corporate trust or commercial banking office of the Bank asindicated on the signature page hereof. The Bank will notify the Issuer in writing of any change inlocation of the Bank Office.
"Fiscal Year" means the fiscal year of the Issuer, ending June 30.
"Holder" and "Security Holder" each means the Person in whose name a Security isregistered in the Security Register.
"Legal Holiday" means a day on which the Bank is required or authorized to be closed.
"Person" means any individual, corporation, partnership, joint venture, association, jointstock company, trust, unincorporated organization or government or any agency or politicalsubdivision of a government.
"Predecessor Securities" of any particular Security means every previous Securityevidencing all or a portion of the same obligation as that evidenced by such particular Security (and,for the purposes of this definition, any mutilated, lost, destroyed, or stolen Security for which areplacement Security has been registered and delivered in lieu thereof pursuant to Section 4.06hereof and the Resolution).
"Redemption Date" when used with respect to any Security to be redeemed means the datefixed for such redemption pursuant to the terms of the Resolution.
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"Resolution" means the resolutions, orders or ordinances of the governing body of the Issuerpursuant to which the Securities are issued, certified by the Secretary or any other officer of theIssuer and delivered to the Bank, together with any pricing certificate executed pursuant thereto.
"Responsible Officer" when used with respect to the Bank means the officer or officer of theBank within the Corporate Trust Department having direct responsibility for the administration ofthis Agreement.
"Security Register" means a register maintained by the Bank on behalf of the Issuerproviding for the registration and transfer of the Securities.
"Stated Maturity" means the date specified in the Resolution the principal of a Security isscheduled to be due and payable.
SECTION 2.02. OTHER DEFINITIONS. The terms "Bank," "Issuer," and "Securities"("Security") have the meanings assigned to them in the recital paragraphs of this Agreement.
The term "Paying Agent/Registrar" refers to the Bank in the performance of the duties andfunctions of this Agreement.
ARTICLE THREEPAYING AGENT
SECTION 3.01. DUTIES OF PAYING AGENT. (a) Principal Payments. As Paying Agent, theBank shall, provided adequate collected funds have been provided to it for such purpose by or onbehalf of the Issuer, pay on behalf of the Issuer the principal of each Security at its Stated Maturityor Redemption Date to the Holder upon surrender of the Security to the Bank at the Bank Office.
(b) Interest Payments. As Paying Agent, the Bank shall, provided adequate collected fundshave been provided to it for such purpose by or on behalf of the Issuer, pay on behalf of the Issuerthe interest on each Security when due, by computing the amount of interest to be paid each Holderand preparing and sending checks by United States mail, first class postage prepaid, on eachpayment date, to the Holders of the Securities (or their Predecessor Securities) on the respectiveRecord Date, to the address appearing on the Security Register or by such other method, acceptableto the Bank, requested in writing by the Holder at the Holder's risk and expense.
(c) Federal Tax Information Reporting. To the extent required by the Code and theRegulations it shall be the duty of the Bank to report to the owners of the Securities and the InternalRevenue Service (i) the amount of "reportable payments," if any, subject to back up withholdingduring each year and the amount of tax withheld, if any, with respect to the payments on theSecurities, and (ii) the amount of interest or amount treated as interest, such as original issuediscount, on the Securities required to be included in the gross income of the owners thereof forfederal income tax purposes.
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SECTION 3.02. PAYMENT DATES. The Issuer hereby instructs the Bank to pay the principalof and interest on the Securities on the dates specified in the Resolution.
ARTICLE FOURREGISTRAR
SECTION 4.01. SECURITY REGISTER - TRANSFERS AND EXCHANGES. The Bank agrees tokeep and maintain for and on behalf of the Issuer at the Bank Office books and records (hereinsometimes referred to as the "Security Register") for recording the names and addresses of theHolders of the Securities, the transfer, exchange, and replacement of the Securities, and the paymentof the principal of and interest on the Securities to the Holders and containing such other informationas may be reasonably required by the Issuer and subject to such reasonable regulations as the Issuerand the Bank may prescribe. If the Bank Office is located outside the State of Texas, a copy of theSecurity Register shall be kept in the State of Texas. All transfers, exchanges, and replacement ofSecurities shall be noted in the Security Register.
Every Security surrendered for transfer or exchange shall be duly endorsed or beaccompanied by a written instrument of transfer, the signature on which has been guaranteed by anofficer of a federal or state bank or a member of the Financial Industry Regulatory Authority, inform satisfactory to the Bank, duly executed by the Holder thereof or his agent duly authorized inwriting.
The Bank may request any supporting documentation it feels necessary to effect a re-registration, transfer, or exchange of the Securities.
To the extent possible and under reasonable circumstances, the Bank agrees that, in relationto an exchange or transfer of Securities, the exchange or transfer by the Holders thereof will becompleted and new Securities delivered to the Holder or the assignee of the Holder in not more thanthree business days after the receipt of the Securities to be cancelled in an exchange or transfer andthe written instrument of transfer or request for exchange duly executed by the Holder, or his dulyauthorized agent, in form and manner satisfactory to the Paying Agent/Registrar.
SECTION 4.02. SECURITIES. The Issuer shall provide an adequate inventory of printedSecurities to facilitate transfers or exchanges thereof. The Bank covenants that the inventory ofprinted Securities will be kept in safekeeping pending their use, and reasonable care will beexercised by the Bank in maintaining such Securities in safekeeping, which shall be not less thanthe care maintained by the Bank for debt securities of other political subdivisions or corporationsfor which it serves as registrar, or that is maintained for its own securities.
SECTION 4.03. FORM OF SECURITY REGISTER. The Bank, as Registrar, will maintain theSecurity Register relating to the registration, payment, transfer, and exchange of the Securities inaccordance with the Bank's general practices and procedures in effect from time to time. The Bankshall not be obligated to maintain such Security Register in any form other than those which theBank has currently available and currently utilizes at the time.
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The Security Register may be maintained in written form or in any other form capable ofbeing converted into written form within a reasonable time.
SECTION 4.04. LIST OF SECURITY HOLDERS. The Bank will provide the Issuer at any timerequested by the Issuer, upon payment of the required fee, a copy of the information contained inthe Security Register. The Issuer may also inspect the information contained in the SecurityRegister at any time the Bank is customarily open for business, provided that reasonable time isallowed the Bank to provide an up-to-date listing or to convert the information into written form.
Unless required by law, the Bank will not release or disclose the contents of the SecurityRegister to any person other than to, or at the written request of, an authorized officer or employeeof the Issuer, except upon receipt of a court order or as otherwise required by law. Upon receipt ofa court order and prior to the release or disclosure of the contents of the Security Register, the Bankwill notify the Issuer so that the Issuer may contest the court order or such release or disclosure ofthe contents of the Security Register.
SECTION 4.05. RETURN OF CANCELLED SECURITIES. The Bank will, at such reasonableintervals as it determines, surrender Securities to the Issuer in lieu of which or in exchange for whichother Securities have been issued, or which have been paid, or will provide a certificate ofdestruction relating thereto.
SECTION 4.06. MUTILATED, DESTROYED, LOST, OR STOLEN SECURITIES. The Issuerhereby instructs the Bank, subject to the applicable provisions of the Resolution, to deliver and issueSecurities in exchange for or in lieu of mutilated, destroyed, lost, or stolen Securities as long as thesame does not result in an over issuance.
In case any Security shall be mutilated, or destroyed, lost, or stolen, the Bank, in itsdiscretion, may execute and deliver a replacement Security of like form and tenor, and in the samedenomination and bearing a number not contemporaneously outstanding, in exchange andsubstitution for such mutilated Security, or in lieu of and in substitution for such destroyed, lost, orstolen Security, only after (i) the filing by the Holder thereof with the Bank of evidence satisfactoryto the Bank of the destruction, loss, or theft of such Security, and of the authenticity of theownership thereof and (ii) the furnishing to the Bank of indemnification in an amount satisfactoryto hold the Issuer and the Bank harmless. All expenses and charges associated with such indemnityand with the preparation, execution, and delivery of a replacement Security shall be borne by theHolder of the Security mutilated, or destroyed, lost, or stolen.
SECTION 4.07. TRANSACTION INFORMATION TO ISSUER. The Bank will, within areasonable time after receipt of written request from the Issuer, furnish the Issuer information as tothe Securities it has paid pursuant to Section 3.01, Securities it has delivered upon the transfer orexchange of any Securities pursuant to Section 4.01, and Securities it has delivered in exchange foror in lieu of mutilated, destroyed, lost, or stolen Securities pursuant to Section 4.06.
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ARTICLE FIVETHE BANK
SECTION 5.01. DUTIES OF BANK. The Bank undertakes to perform the duties set forthherein and in the Resolution and agrees to use reasonable care in the performance thereof.
The Bank is also authorized to transfer funds relating to the closing and initial delivery ofthe Securities in the manner disclosed in the closing memorandum as prepared by the Issuer'sfinancial advisor, bond counsel or other agent. The Bank may act on a facsimile or e-mailtransmission of the closing memorandum acknowledged by the financial advisor or the Issuer as thefinal closing memorandum. The Bank shall not be liable for any losses, costs or expenses arisingdirectly or indirectly from the Bank's reliance upon and compliance with such instructions.
SECTION 5.02. RELIANCE ON DOCUMENTS, ETC. (a) The Bank may conclusively rely, asto the truth of the statements and correctness of the opinions expressed therein, on certificates oropinions furnished to the Bank.
(b) The Bank shall not be liable for any error of judgment made in good faith by aResponsible Officer, unless it shall be proved that the Bank was negligent in ascertaining thepertinent facts.
(c) No provisions of this Agreement shall require the Bank to expend or risk its own fundsor otherwise incur any financial liability for performance of any of its duties hereunder, or in theexercise of any of its rights or powers, if it shall have reasonable grounds for believing thatrepayment of such funds or adequate indemnity satisfactory to it against such risks or liability is notassured to it.
(d) The Bank may rely and shall be protected in acting or refraining from acting upon anyresolution, certificate, statement, instrument, opinion, report, notice, request, direction, consent,order, bond, note, security, or other paper or document believed by it to be genuine and to have beensigned or presented by the proper party or parties. Without limiting the generality of the foregoingstatement, the Bank need not examine the ownership of any Securities, but is protected in actingupon receipt of Securities containing an endorsement or instruction of transfer or power of transferwhich appears on its face to be signed by the Holder or an agent of the Holder. The Bank shall notbe bound to make any investigation into the facts or matters stated in a resolution, certificate,statement, instrument, opinion, report, notice, request, direction, consent, order, bond, note, security,or other paper or document supplied by the Issuer.
(e) The Bank may consult with counsel, and the written advice of such counsel or anyopinion of counsel shall be full and complete authorization and protection with respect to any actiontaken, suffered, or omitted by it hereunder in good faith and in reliance thereon.
(f) The Bank may exercise any of the powers hereunder and perform any duties hereundereither directly or by or through agents or attorneys of the Bank.
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SECTION 5.03. RECITALS OF ISSUER. The recitals contained herein with respect to theIssuer and in the Securities shall be taken as the statements of the Issuer, and the Bank assumes noresponsibility for their correctness.
The Bank shall in no event be liable to the Issuer, any Holder or Holders of any Security, orany other Person for any amount due on any Security from its own funds.
SECTION 5.04. MAY HOLD SECURITIES. The Bank, in its individual or any other capacity,may become the owner or pledgee of Securities and may otherwise deal with the Issuer with thesame rights it would have if it were not the Paying Agent/Registrar, or any other agent.
SECTION 5.05. MONEY HELD BY BANK. The Bank shall deposit any moneys received fromthe Issuer into an account to be held in a fiduciary capacity for the payment of the Securities,with such moneys in the account that exceed the deposit insurance, available to the Issuer, providedby the Federal Deposit Insurance Corporation to be fully collateralized with securities orobligations that are eligible under the laws of the State of Texas and to the extent practicableunder the laws of the United States of America to secure and be pledged as collateral for trustaccounts until the principal and interest on such securities have been presented for payment and paidto the owner thereof. Payments made from such trust account shall be made by check drawn onsuch trust account unless the owner of such Securities shall, at its own expense and risk, requestsuch other medium of payment.
Funds held by the Bank hereunder need not be segregated from any other funds providedappropriate accounts are maintained in the name and for the benefit of the Issuer.
The Bank shall be under no liability for interest on any money received by it hereunder.
Any money deposited with the Bank for the payment on any Security and remainingunclaimed for three years after final maturity of the Security has become due and payable will beheld by the Bank and disposed of only in accordance with Title 6 of the Property Code (UnclaimedProperty).
The Bank will comply with the reporting provisions of Chapter 74 of the Property Code withrespect to property that is presumed abandoned under Chapter 72 or Chapter 75 of the Property Codeor inactive under Chapter 73 of the Property Code.
SECTION 5.06. INDEMNIFICATION. To the extent permitted by law, the Issuer agrees toindemnify the Bank for, and hold it harmless against, any loss, liability, or expense incurred withoutnegligence or bad faith on its part, arising out of or in connection with its acceptance oradministration of its duties hereunder, including the cost and expense against any claim or liabilityin connection with the exercise or performance of any of its powers or duties under this Agreement.
SECTION 5.07. INTERPLEADER. The Issuer and the Bank agree that the Bank may seekadjudication of any adverse claim, demand, or controversy over its person as well as funds on
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deposit, in either a Federal or State District Court located in the County in the State of Texas whereeither the Bank maintains an office or the administrative offices of the Issuer is located, and agreethat service of process by certified or registered mail, return receipt requested, to the address referredto in Section 6.03 of this Agreement shall constitute adequate service. The Issuer and the Bankfurther agree that the Bank has the right to file a Bill of Interpleader in any court of competentjurisdiction located in the State of Texas to determine the rights of any Person claiming any interestherein.
SECTION 5.08. DEPOSITORY TRUST COMPANY SERVICES. It is hereby represented andwarranted that, in the event the Securities are otherwise qualified and accepted for "Depository TrustCompany" services or equivalent depository trust services by other organizations, the Bank has thecapability and, to the extent within its control, will comply with the "Operational Arrangements,"effective from time to time, which establishes requirements for securities to be eligible for such typedepository trust services, including, but not limited to, requirements for the timeliness of paymentsand funds availability, transfer turnaround time, and notification of redemptions and calls.
ARTICLE SIXMISCELLANEOUS PROVISIONS
SECTION 6.01. AMENDMENT. This Agreement may be amended only by an agreement inwriting signed by both of the parties hereto.
SECTION 6.02. ASSIGNMENT. This Agreement may not be assigned by either party withoutthe prior written consent of the other.
SECTION 6.03. NOTICES. Any request, demand, authorization, direction, notice, consent,waiver, or other document provided or permitted hereby to be given or furnished to the Issuer or theBank shall be mailed or delivered to the Issuer or the Bank, respectively, at the addresses shown onthe signature page of this Agreement.
SECTION 6.04. EFFECT OF HEADINGS. The Article and Section headings herein are forconvenience only and shall not affect the construction hereof.
SECTION 6.05. SUCCESSORS AND ASSIGNS; MERGER, CONVERSION, CONSOLIDATION OR
SUCCESSION. All covenants and agreements herein by the Issuer shall bind its successors andassigns, whether so expressed or not.
Any corporation into which the Bank may be merged or converted or with which it may beconsolidated, or any corporation resulting from any merger, conversion, or consolidation to whichthe Bank shall be a party, or any corporation succeeding to all or substantially all of the corporatetrust business of the Bank shall be the successor the Bank hereunder without the execution or filingof any paper or any further act on the part of either of the parties hereto. In case any Security shallhave been registered, but not delivered, by the Bank then in office, any successor by merger,conversion, or consolidation to such authenticating Bank may adopt such registration and deliver
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the Security so registered with the same effect as if such successor Bank had itself registered suchSecurity.
SECTION 6.06. SEVERABILITY. In case any provision herein shall be invalid, illegal, orunenforceable, the validity, legality, and enforceability of the remaining provisions shall not in anyway be affected or impaired thereby.
SECTION 6.07. BENEFITS OF AGREEMENT. Nothing herein, express or implied, shall giveto any Person, other than the parties hereto and their successors hereunder, any benefit or any legalor equitable right, remedy, or claim hereunder.
SECTION 6.08. ENTIRE AGREEMENT. This Agreement and the Resolution constitute theentire agreement between the parties hereto relative to the Bank acting as Paying Agent/Registrarand if any conflict exists between this Agreement and the Resolution, the Resolution shall govern.
SECTION 6.09. COUNTERPARTS. This Agreement may be executed in any number ofcounterparts, each of which shall be deemed an original and all of which shall constitute one and thesame Agreement.
SECTION 6.10. TERMINATION. This Agreement will terminate on the date of final paymentof the principal of and interest on the Securities to the Holders thereof or may be earlier terminatedby either party upon 60 days written notice; provided, however, an early termination of thisAgreement by either party shall not be effective until (a) a successor Paying Agent/Registrar hasbeen appointed by the Issuer and such appointment accepted, and (b) notice has been given to theHolders of the Securities of the appointment of a successor Paying Agent/Registrar. If the 60-daynotice period expires and no successor has been appointed, the Bank, at the expense of the Issuer,has the right to petition a court of competent jurisdiction to appoint a successor under theAgreement. Furthermore, the Bank and the Issuer mutually agree that the effective date of an earlytermination of this Agreement shall not occur at any time which would disrupt, delay or otherwiseadversely affect the payment of the Securities.
Upon an early termination of this Agreement, the Bank agrees to promptly transfer anddeliver the Security Register (or a copy thereof), together with other pertinent books and recordsrelating to the Securities, to the successor Paying Agent/Registrar designated and appointed by theIssuer.
The provisions of Section 1.02 and of Article Five shall survive and remain in full force andeffect following the termination of this Agreement.
SECTION 6.11. GOVERNING LAW. This Agreement shall be construed in accordance withand governed by the laws of the State of Texas.
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IN WITNESS WHEREOF, the parties hereto have executed this Agreement as of the dayand year first above written.
_________________________
By: _________________________________Title: _________________________________
Address: _______________________________________, Texas _____
Attest:
________________________________Title: ___________________________
SAN ANTONIO RIVER AUTHORITY
By: ________________________________Chairman, Board of Directors
Address: 100 East Guenther St.San Antonio, Texas 78204
Attest:
________________________________Secretary, Board of Directors
Signature Page to Paying Agent/Registrar Agreement Relating toSan Antonio River Authority Channel Improvement Revenue Refunding Bonds, Series 2015
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SCHEDULE A
PAYING AGENT/REGISTRAR FEE SCHEDULE
$ ANNUAL ADMINISTRATION FEE
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DRAFT DATE: NOVEMBER 21, 2014
DEPOSIT AGREEMENT(Dated as of January 1, 2015)
The SAN ANTONIO RIVER AUTHORITY (the "Issuer") and U.S. BANK NATIONAL
ASSOCIATION (the "Bank"), hereby acknowledge, agree and certify for the benefit of the AttorneyGeneral of Texas and the owners of the Issuer's outstanding CHANNEL IMPROVEMENT AND
REFUNDING REVENUE BONDS, SERIES 2004, which are referred to herein as the "Series 2004Refunded Bonds," as follows:
1. The Bank serves as the Paying Agent/Registrar for the Series 2004 Refunded Bonds.
2. The Issuer hereby certifies, and the Bank understands, that the Series 2004 RefundedBonds have been called for redemption by the Issuer on JANUARY 19, 2015 (the "RedemptionDate"). The Issuer hereby further certifies, and the Bank hereby further understands, that the Issuerhas authorized the issuance of its SAN ANTONIO RIVER AUTHORITY CHANNEL IMPROVEMENT
REVENUE REFUNDING BONDS, SERIES 2015 (the "Series 2015 Bonds"), for the purpose, amongother things, of providing funds to refund the Series 2004 Refunded Bonds. The Series 2015 Bondsare scheduled to close on January 15, 2015 (the "Closing Date").
3. The Bank, in reliance on the sufficiency certificate prepared by SOUTHWEST
SECURITIES, INC. (the Issuer's financial advisor), and in its capacity as Paying Agent Registrar forthe Series 2004 Refunded Bonds, acknowledges and confirms that the total amount due to redeemthe Series 2004 Refunded Bonds on the Redemption Date is $8,144,173.06 (the "RedemptionPrice"), which amount is calculated as follows:
Principal of Series 2004 Refunded Bonds:Redemption Premium:Accrued Interest to Redemption Date:Total Redemption Price:
$8,125,000.000.00
19,173.06$8,144,173.06
Funds in payment of the Redemption Price will be deposited by the Bank in a special account (the"Trust Account"), which is hereby established, upon receipt of such funds from or on behalf of theIssuer on the Closing Date.
4. The Issuer covenants and agrees that it will cause to be deposited the amounts statedin paragraph 3 on the Closing Date using proceeds of the Series 2015 Bonds and other availablefunds of the Issuer, if necessary. The Issuer further covenants and agrees that it will timely pay forall future paying agency services of the Bank as Paying Agent for the Series 2004 Refunded Bondsin accordance with the paying agent fee schedule now or hereafter in effect through the finalpayment of the Series 2004 Refunded Bonds.
5. The Bank acknowledges that the fees and expenses due the Bank with respect to theSeries 2004 Refunded Bonds to and through their redemption and final payment have been providedfor (as set forth in paragraph 4 above).
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6. The Bank shall deposit any moneys received from the Issuer for the payment of theSeries 2004 Refunded Bonds into a trust account to be held in a fiduciary capacity, with suchmoneys in the account that exceed the deposit insurance available to the Issuer by the FederalDeposit Insurance Corporation, to be fully collateralized with securities or obligations that areeligible under the laws of the State of Texas to secure and be pledged as collateral for trust accountsuntil the Redemption Price of the Series 2004 Refunded Bonds has been paid to the owner thereof.Funds on deposit in such trust account will not be invested.
7. The Bank will utilize all funds described in paragraphs 3 and 6 solely to pay theRedemption Price of the Series 2004 Refunded Bonds on the Redemption Date.
8. It is the intention of the Issuer and the Bank that the Bank shall never be required touse or advance its own funds or otherwise incur personal financial liability in the performance ofany of its duties or the exercise of any of its rights and powers hereunder.
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EXECUTED THIS _______________________.
U.S. BANK NATIONAL ASSOCIATION
By ___________________________________Title __________________________________
SAN ANTONIO RIVER AUTHORITY
By: _________________________________ Chairman, Board of Directors
Attest:
_________________________________Secretary, Board of Directors
Signature Page to Deposit Agreement Relating to the San Antonio River Authority Channel Improvement Revenue Refunding Bonds, Series 2015
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DRAFT DATE: NOVEMBER 21, 2014
$__________SAN ANTONIO RIVER AUTHORITY
CHANNEL IMPROVEMENT REVENUE REFUNDING BONDS, SERIES 2015
TABLE OF CONTENTS
Tab No.
PRIMARY FINANCING AND OFFERING DOCUMENTS
* Bond Resolution . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1
* Purchase and Investment Letter . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2
* Deposit Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
* Sufficiency Certificate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
* Paying Agent/Registrar Agreement . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5
Specimen Bond . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
DOCUMENTS RELATED TO TAX EXEMPTION
Federal Tax Certificate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7
Form 8038-G . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8
CERTIFICATES OF THE AUTHORITY
* General Certificate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9
* Signature Identification and No-Litigation Certificate . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 10
CERTIFICATES OF DEPOSIT AGENT;DOCUMENTS RELATED TO REDEMPTION OF REFUNDED BONDS
* Certificate of U.S. Bank National Association as Deposit Agent . . . . . . . . . . . . . . . . . . . . . . 11
* Certificate of U.S. Bank National Association re Notice of Redemption . . . . . . . . . . . . . . . . 12
Deposit Agent's Receipt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13
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-ii-
MISCELLANEOUS DOCUMENTS
* Certificate of Bexar County, Texas Tax Assessor-Collector . . . . . . . . . . . . . . . . . . . . . . . . . 14
* Instruction Letters to Attorney General and Comptroller of Public Accounts . . . . . . . . . . . . 15
Closing Memorandum . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16
Receipt for Bond Proceeds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 17
Material Events Filing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 18
OPINIONS
Attorney General's Approving Opinion and Comptroller Registration Certificates . . . . . . . . 19
Opinion of Bond Counsel . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 20
_____________________*Documents delivered to the Attorney General of Texas
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CERTIFICATE FOR RESOLUTION
I, the undersigned Secretary of the Board of Directors of the SAN ANTONIO RIVER AUTHORITY (the"Authority"), hereby certify as follows:
1. The Board of Directors of the Authority convened in Regular Meeting on the 17th day ofDecember, 2014, at the designated meeting place, and the roll was called of the duly constituted officers andmembers of said Board of Directors, to wit:
Sally Buchanan, ChairmanTerry E. Baiamonte, Vice-ChairHector R. Morales, SecretaryGaylon J. Oehkle, TreasurerDarrell T. Brownlow, Ph.D., DirectorJohn J. Flieller, DirectorJames Fuller, Director
Lourdes Galvan, DirectorJerry G. Gonzales, DirectorMichael W. Lackey, P.E., DirectorH. B. "Trip" Ruckman III, DirectorThomas G. Weaver, Director
and all of said persons were present, except the following absentees: , thus constituting a quorum. Whereupon, amongother business, the following was transacted at said Meeting: a written Resolution No. R-____, entitled:
RESOLUTION AUTHORIZING THE ISSUANCE, SALE, AND DELIVERY OF$__________ IN PRINCIPAL AMOUNT OF SAN ANTONIO RIVER AUTHORITYCHANNEL IMPROVEMENT REVENUE REFUNDING BONDS, SERIES 2015;APPROVING THE FORM AND AUTHORIZING THE EXECUTION OF ALLINSTRUMENTS AND PROCEDURES RELATED THERETO INCLUDING ADEPOSIT AGREEMENT, A PAYING AGENT/REGISTRAR AGREEMENT, AND APURCHASE AND INVESTMENT LETTER; AND CALLING CERTAIN OF THEAUTHORITY'S OUTSTANDING CHANNEL IMPROVEMENT REVENUE BONDSFOR REDEMPTION
was duly introduced for the consideration of said Board of Directors. It was then duly moved and secondedthat said Resolution be passed; and, after due discussion, said motion, carrying with it the passage of saidResolution, prevailed and carried by the following vote:
AYES: NOES: ABSTENTIONS:
2. A true, full and correct copy of the aforesaid Resolution passed at the Meeting described in theabove and foregoing paragraph is attached to and follows this Certificate; said Resolution has been dulyrecorded in said Board of Directors's minutes of said Meeting; the above and foregoing paragraph is a true,full and correct excerpt from said Board of Directors's minutes of said Meeting pertaining to the passage ofsaid Resolution; the persons named in the above and foregoing paragraph are the duly chosen, qualified andacting officers and members of said Board of Directors as indicated therein; each of the officers and membersof said Board of Directors was duly and sufficiently notified officially and personally, in advance, of the time,place and purpose of the aforesaid Meeting, and that said Resolution would be introduced and considered forpassage at said Meeting, and each of said officers and members consented, in advance, to the holding of saidMeeting for such purpose; and said Meeting was open to the public and public notice of the time, place andpurpose of said Meeting was given, all as required by Texas Government Code, Chapter 551.
SIGNED AND SEALED the 17th day of December, 2014.
______________________________________Secretary, Board of DirectorsSan Antonio River Authority
(SEAL)
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GENERAL CERTIFICATE
THE STATE OF TEXAS §COUNTIES OF BEXAR, KARNES, GOLIAD AND WILSON §SAN ANTONIO RIVER AUTHORITY §
We, the undersigned, Chairman and Secretary, respectively, of the Board of Directors of theSAN ANTONIO RIVER AUTHORITY (the "Issuer" or the "Authority"), hereby certify as follows:
1. This Certificate is executed for the benefit of the Attorney General of the State ofTexas and the prospective owners of the proposed SAN ANTONIO RIVER AUTHORITY CHANNEL
IMPROVEMENT REVENUE REFUNDING BONDS, SERIES 2015 (the "Bonds"), dated January 1, 2015,authorized by a resolution adopted by the Board of Directors on December 17, 2015 (the "BondResolution"). All capitalized terms not otherwise defined herein shall have the same meaning asset forth in the Bond Resolution.
2. The Issuer is a conservation and reclamation district created pursuant to Article 16,Section 59, of the Texas Constitution by Chapter 276, Acts of the 45th Legislature of the State ofTexas, Regular Session, 1937, as amended, originally codified as Vernon's Ann. Tex. Civ. St. Article8280-119.
3. The "1999 Amendatory Contract Between Bexar County, Texas, and the San AntonioRiver Authority", executed on October 26, 1999, as amended (the "Contract" - a true and correctcopy of which is attached hereto as Exhibit A), was duly approved by official action of theAuthority's Board of Directors, was duly executed on behalf of the Authority by authorizedrepresentatives of the Authority, and is in full force and effect in accordance with its terms andprovisions, and no default exists in connection therewith.
4. Other than for the payment of the proposed Bonds and the Outstanding Bonds, therevenues and income from the Contract are not in any manner pledged or encumbered to thepayment of any debt or obligation of the Authority.
5. No litigation of any nature has ever been filed pertaining to, affecting, or contesting:the issuance, delivery, payment, security, or validity of the Outstanding Bonds, the Bonds, or theauthority to issue any of same, or the validity of the Contract or the corporate existence of theAuthority, except for San Antonio River Authority v. Shepperd, 299 SW 2d 920.
6. The Authority (a) is not in default as to any covenant, condition, or obligation inconnection with the Outstanding Bonds and the resolutions authorizing same, and the Interest andSinking Fund and the Reserve Fund created for the benefit of the Outstanding Bonds and the Bondseach contains the amount now required to be on deposit therein, and (b) assuming that the tax rollsof Bexar County for the current tax year are continued in effect during each future tax year, theGross Revenues estimated to be received from the taxes required to be levied by Bexar Countyunder the Contract will be sufficient to pay when due and payable all principal of and interest on allof the Outstanding Bonds and the Bonds which are scheduled to be outstanding after the deliveryof the proposed Bonds.
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2
7. Attached to this Certificate as Exhibit B is a true, full, and correct schedule andstatement of the aforesaid proposed Bonds and of all presently outstanding indebtedness of theAuthority which is secured by and payable from a lien on and pledge of the Gross Flood TaxRevenues.
8. Attached to this Certificate as Exhibit C is a true, full, and correct schedule showingthe Gross Flood Tax Revenues received by the Authority from the County during the three mostrecent, complete fiscal years of the Authority shown therein.
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SIGNED AND SEALED this 17th day of December, 2014.
_____________________________________ _____________________________________Secretary, Board of Directors, Chairman, Board of Directors, San Antonio River Authority San Antonio River Authority
(SEAL)
Signature Page to the General Certificate Relating to the Issuance ofSan Antonio River Authority Channel Improvement Revenue Refunding Bonds, Series 2015
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EXHIBIT A
AMENDATORY CONTRACT, AS AMENDED
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EXHIBIT B
COMBINED DEBT SERVICE SCHEDULE OF ALL INDEBTEDNESS
PAYABLE FROM GROSS FLOOD TAX REVENUES
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EXHIBIT C
HISTORICAL SCHEDULE OF GROSS FLOOD TAX REVENUES
Fiscal Year Ending Amount ($)
06/30/2012 4,602,714 06/30/2013 4,631,563 06/30/2014 ________
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SIGNATURE IDENTIFICATION AND NO-LITIGATION CERTIFICATE
We, the undersigned Chairman and Secretary, respectively, of the SAN ANTONIO RIVER
AUTHORITY (the "Authority"), hereby certify as follows:
(a) This Crtificate is executed and delivered with reference to the SAN ANTONIO RIVER
AUTHORITY CHANNEL IMPROVEMENT REVENUE REFUNDING BONDS, SERIES 2015, datedJanuary 1, 2015, in the aggregate principal amount of $__________, authorized by a resolutionpassed by the Board of Directors of the Authority on December 17, 2014 (the "Bonds").
(b) Each of us signed the Bonds by manually executing or causing facsimiles of ourmanual signatures to be printed or lithographed on each of the Bonds, and we hereby adopt saidfacsimile signatures as our own, respectively, and declare that said facsimile signatures constituteour signatures the same as if we had manually signed each of the Bonds.
(c) The Bonds are substantially in the form, and each of them has been duly executedand signed in the manner, prescribed in the resolution authorizing the issuance thereof.
(d) At the time we so executed and signed the Bonds we were, and at the time ofexecuting this certificate we are, the duly chosen, qualified, and acting officers indicated therein, andauthorized to execute and sign the same.
(e) No litigation of any nature has been filed or is now pending or, to our knowledge,threatened, to restrain or enjoin the issuance or delivery of any of the Bonds, or which would affectthe provision made for their payment or security, or in any manner questioning the proceedings orauthority concerning the issuance of the Bonds, and that so far as we know and believe no suchlitigation is threatened.
(f) Neither the corporate existence nor boundaries of the Authority is being contested;no litigation has been filed or is now pending or, to our knowledge, threatened, which would affectthe authority of the officers of the Authority to issue, execute, sign, and deliver any of the Bonds;and no authority or proceedings for the issuance of any of the Bonds have been repealed, revoked,or rescinded.
(g) We have caused the official seal of the Authority to be impressed, or printed, orlithographed on each of the Bonds; and said seal on each of the Bonds has been duly adopted as, andis hereby declared to be, the official seal of the Authority.
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EXECUTED and delivered this ____________________________.
MANUAL SIGNATURES OFFICIAL TITLES
_________________________________ Chairman, Board of Directors
_________________________________ Secretary, Board of Directors
Before me, on this day personally appeared the foregoing individuals, known to me to be theofficers whose true and genuine signatures were subscribed to the foregoing instrument in mypresence.
Given under my hand and seal of office this __________________________.
________________________________________Notary Public
Typed Name ______________________________
(My Commission Expires ____________________)
(Notary Seal)
Signature Page to the Signature Identification and No-Litigation Certificate Relating to the Issuance ofSan Antonio River Authority Channel Improvement Revenue Refunding Bonds, Series 2015
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RECEIPT FOR PROCEEDS
The undersigned hereby certifies as follows:
(a) This Receipt is executed and delivered with reference to the SAN ANTONIO RIVER
AUTHORITY CHANNEL IMPROVEMENT REVENUE REFUNDING BONDS, SERIES 2015, in theaggregate principal amount of $__________ (the "Bonds"), dated as of January 1, 2015, andauthorized by a resolution passed by the Board of Directors of the SAN ANTONIO RIVER
AUTHORITY (the "Authority") on December 17, 2014.
(b) The undersigned is the duly chosen, qualified, and acting Director of SupportServices of the Authority.
(c) The Bonds have been duly delivered to the initial purchasers thereof (the"Purchaser"), namely
___________________
(d) The Bonds have been paid for in full by the Purchaser concurrently with the deliveryof this Receipt, and the Authority has received, and hereby acknowledges receipt of, the agreedpurchase price for the Bonds, being $__________ (which amount is equal to par and no accruedinterest).
EXECUTED and delivered this ________________________.
SAN ANTONIO RIVER AUTHORITY
__________________________________Deborah KorinchockDirector of Support Services
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CERTIFICATE OF U.S. BANK NATIONAL ASSOCIATION AS DEPOSIT AGENT
The undersigned officer of U.S. BANK NATIONAL ASSOCIATION (the "Deposit Agent"),serving as Deposit Agent under the Deposit Agreement (the "Deposit Agreement"), dated as ofJanuary 1, 2015, between the Deposit Agent and the SAN ANTONIO RIVER AUTHORITY (the"Issuer"), relating to the issuance of SAN ANTONIO RIVER AUTHORITY CHANNEL IMPROVEMENT
REVENUE REFUNDING BONDS, SERIES 2015, hereby certifies as follows:
1. The Deposit Agreement was executed on behalf of the Deposit Agent by the personnamed below whose office appears opposite his or her name, and said person was at the time ofexecuting the Deposit Agreement, and is now, duly elected, qualified, and acting incumbent of hisor her office; and the signature appearing after said person's name is the true and correct specimenof such person's genuine signature.
NAME OFFICE SIGNATURE
_____________________ ________________________ ______________________
2. The foregoing officer of the Deposit Agent, by virtue of the authority delegated tohim or her by the Board of Directors of the Deposit Agent, is authorized to execute and deliver onbehalf of the Deposit Agent the Deposit Agreement and to execute on behalf of the Deposit Agentsuch other and further documents as may be necessary or incidental to the acceptance andperformance thereof as set forth in the Deposit Agreement, and to attest any of the foregoing.
IN WITNESS WHEREOF, I have hereunto set my hand this __________________.
U.S. BANK NATIONAL ASSOCIATION
By_________________________________Title:_______________________________
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CERTIFICATE OF U.S. BANK NATIONAL ASSOCIATIONRE: NOTICE OF REDEMPTION
I, the undersigned officer of U.S. BANK NATIONAL ASSOCIATION (the "Bank"), inconnection with the issuance of the SAN ANTONIO RIVER AUTHORITY CHANNEL IMPROVEMENT
REVENUE REFUNDING BONDS, SERIES 2015, dated January 1, 2015 (the "Bonds"), and theredemption prior to maturity of the SAN ANTONIO RIVER AUTHORITY CHANNEL IMPROVEMENT
AND REFUNDING REVENUE BONDS, SERIES 2004, maturing in the years 2015 through 2024 and2034 (the "Refunded Bonds"), as further described in the attached Notice of Redemption, do herebycertify as follows:
1. The Bank is the Paying Agent/Registrar for the Refunded Bonds.
2. The Bank has received a copy of the Notice of Redemption with respect to theRefunded Bonds (a copy of which is attached hereto).
3. In accordance with the provisions set forth in the resolution authorizing the issuanceof the Refunded Bonds, not less than 30 days prior to the redemption date shown in the Notice ofRedemption the Bank sent a copy of the Notice of Redemption by United States mail, first-classpostage prepaid, to the registered owner of each 2004 Refunded Bond to be redeemed at its addressas it appeared on the Registration Books maintained by the Bank as Paying Agent/Registrar on theday such notice of redemption was mailed.
Executed this ____ day of December, 2014.
U.S. BANK NATIONAL ASSOCIATION
By ______________________________Title: ____________________________
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NOTICE OF DEFEASANCE AND REDEMPTION
To the Holders of theSAN ANTONIO RIVER AUTHORITY
CHANNEL IMPROVEMENT AND REFUNDING REVENUE BONDS, SERIES 2004
NOTICE IS HEREBY GIVEN that the SAN ANTONIO RIVER AUTHORITY, a political subdivision of the Stateof Texas (the "Authority") has deposited cash into an irrevocable escrow account in order to pay, and has legallydefeased, the following maturities of the Authority's outstanding CHANNEL IMPROVEMENT AND REFUNDING REVENUE
BONDS, SERIES 2004, dated October 15, 2004, which are more specifically described as follows (the "Refunded Bonds"):
SAN ANTONIO RIVER AUTHORITY
CHANNEL IMPROVEMENT AND REFUNDING REVENUE BONDS, SERIES 2004
MATURITY
(JULY 1 )PRINCIPAL AMOUNT
MATURING IN YEAR ($)PRINCIPAL AMOUNT
REFUNDED ($)STATED INTEREST
RATE (%)CUSIP NO.
796337
2015 875,000 875,000 3.65 VF7
2016 910,000 910,000 5.00 VG5
2017 955,000 955,000 5.00 VH3
2018 1,005,000 1,005,000 5.00 VJ9
2019 1,055,000 1,055,000 5.00 VK6
2020 1,115,000 1,115,000 5.00 VL4
2021 395,000 395,000 4.20 VM2
2022 105,000 105,000 2.35 VN0
2023 110,000 110,000 4.30 VP5
2024 115,000 115,000 4.40 VQ3
*** *** *** *** ***
2034 1,485,000 1,485,000 4.625 WA7
Totals 8,125,000 8,125,000 *** ***
NOTICE IS FURTHER GIVEN that all of the Refunded Bonds have been called for redemption onJanuary 19, 2015 (the "Redemption Date") at the Redemption Price equal to 100% of par plus accrued interest to theRedemption Date. The Refunded Bonds shall be redeemed and shall become due and payable on the Redemption Date,and the interest thereon shall cease to accrue from and after the Redemption Date.
NOTICE IS FURTHER GIVEN THAT the Refunded Bonds will be payable at and should be submitted eitherin person or by certified or registered mail to the following address:
Overnight Courier or Hand DeliveryU.S. Bank Corporate Trust ServicesAttn: Original Issuances, 2nd floor
60 Livingston Ave.St. Paul, MN 55107
First Class/Registered/Certified MailU.S. Bank Corporate Trust Services
Attn: Original IssuancesP.O. Box 64111
St. Paul, MN 55164-0111
To avoid a backup withholding tax required by Section 3406 of the Internal Revenue Code of 1986, holdersmust submit a properly completed IRS Form W-9._________________________* THE ABOVE REFERENCED CUSIP NUMBERS ARE PROVIDED FOR THE CONVENIENCE OF THE BONDHOLDERS. NEITHER THE PAYING AGENT NOR THE
AUTHORITY ARE RESPONSIBLE FOR ANY ERROR OF ANY NATURE RELATING TO THE CUSIP NUMBERS.
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CERTIFICATE OF BEXAR COUNTY, TEXAS TAX ASSESSOR-COLLECTOR
THE STATE OF TEXAS §COUNTY OF BEXAR §
I, the undersigned Tax Assessor - Collector for BEXAR COUNTY, TEXAS, hereby certify asfollows:
1. The currently effective ad valorem tax appraisal roll of BEXAR COUNTY, TEXAS (the"Tax Roll") is the Tax Roll prepared and approved during the calendar year 2014, being the mostrecently approved Tax Roll of Bexar County; the taxable property in Bexar County for flood controlhas been appraised, assessed, and valued as required and provided by the Texas Constitution andProperty Tax Code (collectively, "Texas law"); the Tax Roll for said year has been approved andrecorded as required by Texas law; and according to the Tax Roll for said year the net aggregatetaxable value of taxable property in Bexar County for flood control (after deducting the amount ofall applicable exemptions required or authorized under Texas law), upon which the annual advalorem flood control tax of Bexar County has been imposed and levied, is $_________________.
2. In each of the past three completed tax years of Bexar County, the County has actuallycollected in excess of 90% of the current flood control tax levy for each such year.
SIGNED AND SEALED the ___ day of January, 2015.
___________________________________ Albert Uresti Bexar County Tax Assessor-Collector
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December 17, 2014
The Attorney General of TexasPublic Finance Division300 W. 15 Street, 7th FloorAustin, Texas 78701
RE: SAN ANTONIO RIVER AUTHORITY
CHANNEL IMPROVEMENT REVENUE REFUNDING BONDS, SERIES 2015
Ladies and Gentlemen:
The captioned Bonds are being sent to your office, and it is requested that you examine andapprove the Bonds in accordance with law. After such approval, please deliver the Bonds to theComptroller of Public Accounts for registration.
Enclosed herewith is a signed but undated copy of the Signature Identification and No-Litigation Certificate for said Bonds. You are hereby authorized and directed to date said Certificateconcurrently with the date of approval of the Bonds. If any litigation or contest should developpertaining to the Bonds or any other matters covered by said Certificate, the undersigned will notifyyou thereof immediately by telephone. With this assurance you can rely on the absence of any suchlitigation or contest, and on the veracity and currency of said Certificate, at the time you approvethe Bonds, unless you are notified otherwise as aforesaid.
Sincerely yours,
SAN ANTONIO RIVER AUTHORITY
By ______________________________________Chairman, Board of Directors
cc: Comptroller of Public Accounts
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December 17, 2014
Texas State Comptroller of Public AccountsCash and Securities Management DivisionThomas Jefferson Rusk Building208 East 10th Street, 4th Floor, Room 448Austin, Texas 78701-2407Attn: Melissa Mora
RE: SAN ANTONIO RIVER AUTHORITY
CHANNEL IMPROVEMENT REVENUE REFUNDING BONDS, SERIES 2015
Ladies and Gentlemen:
The Attorney General will deliver to you the above-described issues of obligations. At suchtime as you have registered such obligations, this will be your authority to deliver them to anauthorized representative of McCall, Parkhurst & Horton L.L.P., who will deliver said obligationsto the bank for delivery to the purchasers thereof.
At the time you have registered the obligations, please release to an authorized representativeof McCall, Parkhurst & Horton L.L.P. five copies of the Attorney General's opinion and theComptroller's Signature Certificate covering said issue of obligations.
Sincerely yours,
SAN ANTONIO RIVER AUTHORITY
By ___________________________________Chairman, Board of Directors
cc: Attorney General of Texas
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DEPOSIT AGENT'S RECEIPT
RELATING TO THE DEPOSIT AGREEMENT, DATED JANUARY 1, 2015,BETWEEN THE SAN ANTONIO RIVER AUTHORITY AND U.S. BANKNATIONAL ASSOCIATION
The undersigned, being the Deposit Agent under the Deposit Agreement described above inconnection with the issuance of SAN ANTONIO RIVER AUTHORITY CHANNEL IMPROVEMENT
REVENUE REFUNDING BONDS, SERIES 2015, hereby represents and acknowledges receipt of thefollowing:
(i) all cash constituting the escrow deposit as described in the DepositAgreement and in the Sufficiency Certificate (as defined in theDeposit Agreement), which have been deposited in the trust fundcreated pursuant to the Deposit Agreement;
(ii) payment in full of all fees and other compensation required to be paidfor services as Deposit Agent pursuant to and in full satisfaction ofthe Deposit Agreement; and
(iii) one or more executed copies of the Sufficiency Certificate withrespect to the escrow deposit adequacy for the obligations to berefunded.
U.S. BANK NATIONAL ASSOCIATION
By: ______________________________Title:
Dated: ______________________
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CERTIFICATE OF SUFFICIENCY
I, the undersigned officer of SOUTHWEST SECURITIES, INC. ("SWS"), hereby certify asfollows:
1. This Certificate is given at the request of the SAN ANTONIO RIVER AUTHORITY (the"Issuer") in connection with the issuance by the Issuer of its CHANNEL IMPROVEMENT REVENUE
REFUNDING BONDS, SERIES 2015 (the "Series 2015 Bonds"), and the redemption, at the option ofthe Issuer, on January 19, 2015 (the "Redemption Date") of the following outstanding obligationsof the Issuer (the "Refunded Bonds"):
SAN ANTONIO RIVER AUTHORITY
CHANNEL IMPROVEMENT AND REFUNDING REVENUE BONDS, SERIES 2004
MATURITY
(JULY 1 )PRINCIPAL AMOUNT
MATURING IN YEAR ($)PRINCIPAL AMOUNT
REFUNDED ($)
STATED
INTEREST
RATE (%)
CUSIPNO.
796337
2015 875,000 875,000 3.65 VF7
2016 910,000 910,000 5.00 VG5
2017 955,000 955,000 5.00 VH3
2018 1,005,000 1,005,000 5.00 VJ9
2019 1,055,000 1,055,000 5.00 VK6
2020 1,115,000 1,115,000 5.00 VL4
2021 395,000 395,000 4.20 VM2
2022 105,000 105,000 2.35 VN0
2023 110,000 110,000 4.30 VP5
2024 115,000 115,000 4.40 VQ3
*** *** *** *** ***
2034 1,485,000 1,485,000 4.625 WA7
Totals 8,125,000 8,125,000 *** ***
2. SWS serves as the Financial Advisor to the Issuer, and the representations made in thisCertificate are made in our capacity as the Issuer's Financial Advisor.
3. SWS hereby acknowledges that it has received an executed copy of (i) the resolutionwhich authorized the issuance of the Series 2015 Bonds and which also authorized the redemptionof the Refunded Bonds on the Redemption Date, and (ii) the resolution which authorized theissuance of the Refunded Bonds (the "Refunded Bonds Resolution"). SWS further acknowledgesthat it has received an executed copy of the Deposit Agreement, dated as of January 1, 2015,
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between the Issuer and U.S. BANK NATIONAL ASSOCIATION, as the Refunded Bonds Paying Agent,pursuant to which a portion of the proceeds of the Series 2015 will be deposited into a trust accountto be established thereunder on the date of closing of the Series 2015 Bonds (i.e., January 15, 2015)to defease the Refunded Bonds.
4. SWS hereby certifies that the total amount of principal, redemption premium, if any, andaccrued interest which will be due and payable on the Refunded Bonds on the Redemption Datepursuant to the Refunded Bonds Resolutions is $8,144,173.06, which amount is calculated asfollows:
Principal amount of Refunded Bonds $8,125,000.00Redemption Premium 0.00Accrued Interest 19,173.06
Total redemption price due on Redemption Date $8,144,173.06
5. The final numbers for the Series 2015 prepared by SWS show that on the date of deliveryof the Series 2015 Bonds, the Deposit Agent will receive $8,144,173.06 (i.e., $8,144,173.06 fromproceeds of the Series 2015 Bonds, and $0.00 from funds on deposit in the interest and sinking fundrelated to the Refunded Bonds) for deposit into the trust account established by the DepositAgreement. Such funds will not be used to purchase any investments prior to the Redemption Date.
6. Based on the certifications set forth in Paragraphs 4 and 5 above, and assuming that theRefunded Bonds Paying Agent actually receives the funds described in Paragraph 5 above, theamount of money available in the trust account described in Paragraphs 3 and 5 above on theRedemption Date will be sufficient to pay all principal and interest coming due on the RefundedBonds on such date.
Executed this ____ day of December, 2014.
SOUTHWEST SECURITIES, INC.
By ______________________________Mark M. McLineySenior Vice President
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LAW OFFICES
McCALL, PARKHURST & HORTON L.L.P.
717 NORTH HARW OOD 700 N. ST. MARY'S STREET 600 CONGRESS AVENUE
NINTH FLOOR 1525 ONE RIVERW ALK PLACE 1800 ONE AMERICAN CENTER
DALLAS, TEXAS 75201-6587 SAN ANTONIO, TEXAS 78205-3503 AUSTIN, TEXAS 78701-3248
TELEPHONE: 214 754-9200 TELEPHONE: 210 225-2800 TELEPHONE: 512 478-3805
FACSIMILE: 214 754-9250 FACSIMILE: 210 225-2984 FACSIMILE: 512 472-0871
January 15, 2015
SAN ANTONIO RIVER AUTHORITY CHANNEL IMPROVEMENT REVENUE REFUNDING BONDS, SERIES 2015
DATED JANUARY 1, 2015IN THE AGGREGATE PRINCIPAL AMOUNT OF $
AS BOND COUNSEL FOR THE SAN ANTONIO RIVER AUTHORITY (the "Issuer")we have examined into the legality and validity of the Bonds described above (the "Bonds"), whichbear interest from the dates and mature on the dates in accordance with the terms and conditionsstated in the text of the Bonds.
WE HAVE EXAMINED the applicable and pertinent provisions of the Constitution andlaws of the State of Texas, and a transcript of certified proceedings of the Issuer, and other pertinentinstruments authorizing and relating to the issuance of the Bonds including (i) the resolutionauthorizing the issuance of the Bonds (the "Resolution"), (ii) a Deposit Agreement, dated as ofJanuary 1, 2015, between the Issuer and U.S. Bank National Association, as Deposit Agent (the"Deposit Agreement"), (iii) a sufficiency certificate provided by the Issuer's financial advisor(Southwest Securities, Inc.) with respect to the adequacy of certain escrowed funds to accomplishthe refunding purposes of the Bonds (the "Sufficiency Certificate"), (iv) one of the executed Bonds(Bond No. R-1), (v) the Issuer's Federal Tax Certificate of even date herewith, and (vi) variouscertificates and documents executed by officers and officials of the Issuer upon which certificatesand documents we rely as to certain matters stated below.
IT IS OUR OPINION that the Bonds have been duly authorized, issued and delivered, allin accordance with law, and that, except as may be limited by laws relating to bankruptcy,reorganization, and other similar matters affecting creditors' rights, (i) the covenants and agreementsin the Resolution constitute valid and binding obligations of the Issuer, and the Bonds constitutevalid and legally binding special obligations of the Issuer, which, together with certain otheroutstanding bonds, are secured by and payable from a first lien on and pledge of the "Gross FloodTax Revenues" (as defined in the Resolution) derived by the Issuer from the 1999 AmendatoryContract Between Bexar County, Texas, and the San Antonio River Authority, dated as ofOctober 26, 1999 (the "Amendatory Contract"), relating to a flood control and soil conservationprogram for the San Antonio River, and (ii) the Amendatory Contract is authorized by law, has beenduly executed, is valid, and is legally binding upon and enforceable by the parties thereto inaccordance with its terms and provisions.
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San Antonio River Authority Channel Improvement Revenue Refunding Bonds, Series 2014January 15, 2015Page 2
IT IS FURTHER OUR OPINION that the Deposit Agreement has been duly authorized,executed and delivered by the Issuer and constitutes a binding and enforceable agreement inaccordance with its terms and that the "Refunded Bonds" (as defined in the Resolution) beingrefunded by the Bonds are outstanding under the resolution authorizing their issuance only for thepurpose of receiving the funds provided by, and are secured solely by and payable solely from, theDeposit Agreement and the cash held by the Deposit Agent pursuant to the Deposit Agreement. Inrendering this opinion, we have relied upon the certifications contained in the Sufficiency Certificateas to the sufficiency of the cash deposited pursuant to the Deposit Agreement for the purpose ofpaying the principal of, redemption premium, if any, and interest on the Refunded Bonds.
THE REGISTERED OWNERS OF THE BONDS SHALL NEVER have the right todemand payment of the principal thereof or interest thereon out of any funds raised or to be raisedby taxes levied by the Issuer or any other political subdivision of the State of Texas other than BexarCounty, Texas, or from any source whatsoever other than as specified in the Resolution.
THE ISSUER HAS RESERVED THE RIGHT, subject to the restrictions stated in theResolution, to issue additional revenue bonds which also may be secured by and made payable froma first lien on and pledge of the aforesaid Gross Flood Tax Revenues on a parity with the Bonds.
THE ISSUER ALSO HAS RESERVED THE RIGHT, subject to the restrictions stated inthe Resolution, to amend the Resolution with the approval of the holders or owners of 51% of theaggregate principal amount of all outstanding parity bonds which are secured by and payable froma first lien on and pledge of the aforesaid Gross Flood Tax Revenues.
IT IS FURTHER OUR OPINION, except as discussed below, that the interest on the Bondsis excludable from the gross income of the owners for federal income tax purposes under thestatutes, regulations, published rulings, and court decisions existing on the date of this opinion. Weare further of the opinion that the Bonds are not "specified private activity bonds" and that,accordingly, interest on the Bonds will not be included as an individual or corporate alternativeminimum tax preference item under section 57(a)(5) of the Internal Revenue Code of 1986 (the"Code"). In expressing the aforementioned opinions, we have relied on certain representations, theaccuracy of which we have not independently verified, and assume compliance with certaincovenants, regarding the use and investment of the proceeds of the Bonds and the use of the propertyfinanced or refinanced therewith. We call your attention to the fact that if such representations aredetermined to be inaccurate or upon a failure by the Issuer to comply with such covenants, intereston the Bonds may become includable in gross income retroactively to the date of issuance of theBonds.
EXCEPT AS STATED ABOVE, we express no opinion as to any other federal, state or localtax consequences of acquiring, carrying, owning or disposing of the Bonds.
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San Antonio River Authority Channel Improvement Revenue Refunding Bonds, Series 2014January 15, 2015Page 3
WE CALL YOUR ATTENTION TO THE FACT that the interest on tax-exemptobligations, such as the Bonds, is included in a corporation's alternative minimum taxable incomefor purposes of determining the alternative minimum tax imposed on corporations by section 55 ofthe Code.
WE EXPRESS NO OPINION as to any insurance policies issued with respect to thepayments due for the principal of and interest on the Bonds, nor as to any such insurance policiesissued in the future.
OUR OPINIONS ARE BASED ON EXISTING LAW, which is subject to change. Suchopinions are further based on our knowledge of facts as of the date hereof. We assume no duty toupdate or supplement our opinions to reflect any facts or circumstances that may thereafter cometo our attention or to reflect any changes in any law that may thereafter occur or become effective.Moreover, our opinions are not a guarantee of result and are not binding on the Internal RevenueService (the "Service"); rather, such opinions represent our legal judgment based upon our reviewof existing law and in reliance upon the representations and covenants referenced above that wedeem relevant to such opinions. The Service has an ongoing audit program to determine compliancewith rules that relate to whether interest on state or local obligations is includable in gross incomefor federal income tax purposes. No assurance can be given whether or not the Service willcommence an audit of the Bonds. If an audit is commenced, in accordance with its current publishedprocedures the Service is likely to treat the Issuer as the taxpayer. We observe that the Issuer hascovenanted not to take any action, or omit to take any action within its control, that if taken oromitted, respectively, may result in the treatment of interest on the Bonds as includable in grossincome for federal income tax purposes.
OUR SOLE ENGAGEMENT in connection with the issuance of the Bonds is as BondCounsel for the Issuer, and, in that capacity, we have been engaged by the Issuer for the sole purposeof rendering an opinion with respect to the legality and validity of the Bonds under the Constitutionand laws of the State of Texas, and with respect to the exclusion from gross income of the intereston the Bonds for federal income tax purposes, and for no other reason or purpose. The foregoingopinions represent our legal judgment based upon a review of existing legal authorities that we deemrelevant to render such opinions and are not a guarantee of a result. We have not been requested toinvestigate or verify, and have not independently investigated or verified any records, data, or othermaterial relating to the financial condition or capabilities of the Issuer, or the disclosure thereof inconnection with the sale of the Bonds, and have not assumed any responsibility with respect thereto.We express no opinion and make no comment with respect to the marketability of the Bonds andhave relied solely on Bonds executed by officials of the Issuer as to the current outstandingindebtedness of, and the sufficiency of the Gross Flood Tax Revenues of, the Issuer.
Respectfully,
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Individual Item #: 13.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Paloma Land Swap
Submitted By: Claude Harding
Division: Technical Services Department: Real Estate
CAPTION
PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING RESOLUTION
R-1484 DECLARING APPROXIMATELY 15.919 ACRES OF LAND AT THE MARTINEZ IV
PROPERTY IN SAN ANTONIO, BEXAR COUNTY, TEXAS, SURPLUS AND AUTHORIZING
THE GENERAL MANAGER TO EXCHANGE SUCH LAND FOR 86.524 ACRES OF LAND
LOCATED AT THE BINZ ENGELMAN DAM IN SAN ANTONIO, BEXAR COUNTY, TEXAS
Presenter
Claude Harding and Jim DoersamEstimated Presentation Time: 15 minutes
In 1960, the Alamo Soil Conservation District acquired inundation easements for the construction,
operation and maintenance of Martinez Flood Prevention Dam Number One or Binz Engelman Dam.
Later, the inundation easements were transferred to the San Antonio River Authority (SARA). SA JBDI,
Ltd., a Texas limited partnership managed by Bruce Cash, owns approximately 86.524 acres (SAJBDI
Tract) at this location and has offered to donate the fee simple estate of the land to SARA. This proposed
donation enhances SARA's position at the Binz Engelman Dam by adding property rights at this location.
The 86 acres was appraised at $200,000 by Stuart Rouse, MAI, a local independent appraiser with an
effective date of April 13, 2012. The inundation easement for the dam consists of much of this acreage,
however the southernmost four acres, unencumbered by the inundation easement, is outside the 100-year
floodplain, and has direct access to Binz Engelman Road. These four acres have development potential
which can be utilized by SARA or ground leased to a third party.
The acquisition of the 86 acres also allows access to the east side of the dam for operations and
maintenance. Binz Engelman Dam is set to be rehabilitated starting this fiscal year, therefore this
additional access to the dam will be most convenient for the rehab and for operations and maintenance
activities for years to come.
The Martinez IV Wastewater Treatment Plant (Martinez IV) site is an approximate 151.91 acre site of
vacant land located at Interstate Highway 10 and Graytown Road in San Antonio, Texas. It was acquired
by SARA in 1999 for use as a wastewater treatment plant and land disposal (irrigation) with treated
effluent. The site was never used for these purposes with the completion of the Graytown Wastewater
Collection System and the purchase of land for the proposed Graytown Wastewater Treatment Plant
(WWTP) site.
Currently, SARA leases the property to Raymond Zigmond who uses it for cattle grazing. In return for
agricultural use of the land, Mr. Zigmond maintains the fences and performs brush control. This is a short
term lease which may be canceled upon thirty days’ notice.
The proposed land exchange involves the two existing SARA properties mentioned above, Binz
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The proposed land exchange involves the two existing SARA properties mentioned above, Binz
Engelman Dam and Martinez IV. The exchange will consist of SARA receiving 86 acres currently owned
by SA JBDI, Ltd. (Bruce Cash) at the dam. Near the center of the Martinez IV property is a 15.919 acre
tract of land (School Tract) that East Central Independent School District (ECISD) would like to utilize as
an elementary school site. The School Tract will be conveyed from SARA to Bruce Cash who will
subsequently donate to ECISD. Access to the School Tract will also be conveyed in the form of an
undefined 60-foot right of way connecting Green Road with the School Tract.
Consideration for the exchange is the land swap of the SAJBDI Tract and the School Tract between the
parties. In addition, I-10 Investments, Ltd. (Paloma) agrees to construct, operate and maintain low impact
development measures on the entrance roads to its subdivision that capture and treat the first 1.7 inches of
rainfall. Bruce Cash is also the manager for I-10 Investments, Ltd. which is developing Paloma
Subdivision located adjacent and north of Martinez IV. An elementary school site adjacent to Paloma
should enhance residential lot sales.
The proposed land exchange also enhances the value of the remaining land at Martinez IV with a
proposed elementary school site. Stuart Rouse, MAI, performed an appraisal dated April 13, 2012, with
and without an elementary school site for the Martinez IV. His opinion of value for the entire 152 acre
tract as is was $11,500 per acre or $1,750,000 rounded. With the proposed elementary school site, Mr.
Rouse estimated an approximate ten percent increase in the value of the remainder or $12,500 per acre. In
this case, the remainder after the conveyance to ECISD is 136 acres at $12,500 per acre or $1,700,000.
The long range plan is to use proceeds of the sale from Martinez IV to help fund the construction of the
first phase for the proposed Graytown WWTP. The initial Graytown WWTP will be a 250,000 gallons
per day advanced secondary wastewater treatment plant. Once this exchange is consummated, a
marketing effort will commence to sell the remainder of Martinez IV.
A Phase I Environmental Assessment was performed on both the SAJBDI Tract and the Martinez IV site
and revealed no environmental concerns that would compromise or limit SARA's intended use of the
land.
Funding for staff time to conduct this analysis is budgeted.
At its December 8, 2014, meeting, the Operations Committee supported presentation of this item to the
Board of Directors for approval.
Recommendation
Motion that Resolution R-1484 be passed and approved.
Discussion
Vote
Attachments
Exchange Agreement
Paloma Land Swap Resolution R-1484
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EXCHANGE AGREEMENT This EXCHANGE AGREEMENT, the “Agreement”, is made by and between SA JBDI, Ltd., “SAJBDI”, I-10 Investments, Ltd., “I-10” and San Antonio River Authority, “River Authority” who are referred to individually as a “Party” and collectively to as the “Parties”. IN CONSIDERATION of the Earnest Money described below and of the mutual promises contained herein, SAJBDI hereby agrees to transfer to River Authority the property described as the SAJBDI Tract below, and River Authority agrees to transfer to SAJBDI, or assigns, the property described as the River Authority Tract below subject to the provisions set forth in this Agreement:
SAJBDI TRACT: 86.524 acres of land, more or less, as described in the attached Exhibit A, the “SAJBDI Tract”; RIVER AUTHORITY TRACT: 15.919 acres of land, more or less, as described in the attached Exhibit B, the “River Authority Tract”, and a sixty foot right of way from Green Road to the River Authority Tract; collectively the SAJBDI Tract and the River Authority Tract are referred to as the “Property”.
1. Condition Precedent to Transfer. This transaction is subject to the approval of River Authority’s Board of Directors on or before November 19, 2014. If the exchange of the SAJBDI Tract and the River Authority Tract is not consummated for failure of this condition, the River Authority Independent Consideration shall be forfeited to SAJBDI as liquidated damages, the River Authority Earnest Money shall be refunded to River Authority, the SAJBDI Earnest Money shall be refunded to SAJBDI and neither party shall have any further obligations hereunder.
2. SAJBDI Earnest Money. SAJBDI shall deposit with Mission Title, 114 W. Glenview,
Suite 300, San Antonio, Texas 78228 ("Title Company") the amount of Two Thousand Five Hundred and No/100 Dollars ($2,500.00) (the "SAJBDI Deposit") within three (3) business days after execution of this Agreement by SAJBDI and River Authority. Within three (3) business days following its receipt of the SAJBDI Deposit, the Title Company shall deliver to River Authority One Hundred and No/100 Dollars ($100) of the SAJBDI Deposit (the "SAJBDI Independent Consideration") as consideration for this Agreement. The SAJBDI Independent Consideration will be applied as a credit to the River Authority’s closing costs at closing, but shall not be returned to SAJBDI in the event that the SAJBDI Earnest Money (as hereinafter defined) is returned to SAJBDI pursuant to the terms of this Agreement. The SAJBDI Deposit less the SAJBDI Independent Consideration is hereinafter collectively referred to as the "SAJBDI Earnest Money." The SAJBDI Earnest Money also shall be credited against SAJBDI’s closing costs at closing. If the transaction is not consummated, the SAJBDI Earnest Money shall be held and delivered by the Title Company as herein provided, but in any event River Authority shall retain the SAJBDI Independent
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Consideration. 3. River Authority Earnest Money. River Authority shall deposit with Mission Title,
114 W. Glenview, Suite 300, San Antonio, Texas 78228 ("Title Company") the amount of Two Thousand Five Hundred and No/100 Dollars ($2,500.00) (the "River Authority Deposit") within three (3) business days after execution of this Agreement by SAJBDI and River Authority. Within three (3) business days following its receipt of the River Authority Deposit, the Title Company shall deliver to SAJBDI One Hundred and No/100 Dollars ($100) of the River Authority Deposit (the "River Authority Independent Consideration") as consideration for this Agreement. The River Authority Independent Consideration will be applied as a credit to the River Authority’s closing costs at closing, but shall not be returned to River Authority in the event that the River Authority Earnest Money (as hereinafter defined) is returned to River Authority pursuant to the terms of this Agreement. The River Authority Deposit less the River Authority Independent Consideration is hereinafter collectively referred to as the "River Authority Earnest Money." The River Authority Earnest Money also shall be credited against the River Authority’s closing costs at closing. If the transaction is not consummated, the River Authority Earnest Money shall be held and delivered by the Title Company as herein provided, but in any event SAJBDI shall retain the River Authority Independent Consideration.
4. Purchase Price. The purchase price of the Property is the exchange of the SAJBDI
Tract and the River Authority Tract between the Parties and I-10’s agreement to: (i) construct, operate and maintain low impact development measures on the property highlighted in the attached Exhibit C, the “I-10 Tract”, that capture and treat the first 1.7 inches of runoff of each rainfall event; (ii)submit to River Authority all design and construction plans for the River Authority’s review and prior written approval before I-10 will construct any structure on the “I-10 Tract”; and (iv) allow River Authority to inspect all construction on the I-10 Tract to ensure compliance with low impact development principles. These agreements of I-10 shall survive closing.
5. Closing. Closing will be on or before twenty (20) days after the approval by River
Authority’s Board of Directors, or such other date as may be mutually agreed on by the Parties. Closing will take place at the offices of the Title Company or at such other place as the Parties may mutually agree.
6. Survey. Within thirty (30) days of the Commencement Date (defined below),
SAJBDI shall obtain and deliver to River Authority and the Title Company a survey and complete legal description of the SAJBDI Tract. Within thirty (30) days of the Commencement Date (defined below), River Authority shall obtain and deliver to SAJBDI and the Title Company a survey and complete legal description of the River Authority Tract.
7. Title. At closing, SAJBDI will execute and deliver a General Warranty Deed
conveying good, insurable and marketable title to the SAJBDI Tract to River Authority, together
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with insurable legal access, free and clear of all liens, in the form of the Deed attached hereto as Exhibit D. At closing, River Authority will execute and deliver a General Warranty Deed conveying good, insurable and marketable title to the River Authority Tract to SAJBDI, together with insurable legal access, free and clear of all liens in the form of the Deed attached hereto as Exhibit E.
8. SAJBDI Tract Title Defects. Within thirty (30) days after the Commencement Date,
SAJBDI shall, provide to River Authority a preliminary owners title insurance commitment on the SAJBDI Tract which will be updated within fifteen (15) days after the Title Company received a copy of the Survey (the “Commitment”), together with legible copies of all encumbrances and other matters shown thereon. River Authority shall be allowed fifteen (15) days after receipt of the latter of the Survey or title insurance commitment (together with exception documents) to examine the title and make any objections to title. River Authority shall notify SAJBDI of any objections it has in writing or the objections will be deemed to be waived. SAJBDI shall use its best efforts to remedy or remove all objections within fifteen (15) days after SAJBDI's receipt of River Authority's notice of the objections. In the event SAJBDI is unable to cause the removal of any objection despite its best efforts within such 15-day period, River Authority may: (i) terminate this Agreement in its entirety by giving SAJBDI written notice, whereupon the Title Company shall return the River Authority Earnest Money to River Authority without joinder or consent from SAJBDI or any other party, and thereafter neither party shall have any further rights, liabilities or obligations hereunder; (ii) waive, in writing, any such objections and close; (iii) attempt to cure the objections to River Authority’s satisfaction, and SAJBDI agrees to act in good faith and cooperate with River Authority in such efforts by River Authority (however, River Authority shall have no obligation to cure any of the objections); or (iv) extend the period during which SAJBDI has to remedy or remove the objections to one (1) day prior to closing. Items shown on Schedule C of the Commitment shall not be considered Permitted Exceptions and shall be satisfied by SAJBDI on or before closing.
9. River Authority Tract Title Defects. Within thirty (30) days after the
Commencement Date, River Authority shall, provide to SAJBDI a preliminary owners title insurance commitment on the River Authority Tract which will be updated within fifteen (15) days after the Title Company received a copy of the Survey (the “Commitment”), together with legible copies of all encumbrances and other matters shown thereon. SAJBDI shall be allowed fifteen (15) days after receipt of the latter of the Survey or title insurance commitment (together with exception documents) to examine the title and make any objections to title. SAJBDI shall notify River Authority of any objections it has in writing or the objections will be deemed to be waived. River Authority shall use its best efforts to remedy or remove all objections within fifteen (15) days after River Authority's receipt of SAJBDI's notice of the objections. In the event River Authority is unable to cause the removal of any objection despite its best efforts within such 15-day period, SAJBDI may: (i) terminate this Agreement in its entirety by giving River Authority written notice, whereupon the Title Company shall return the SAJBDI Earnest Money to SAJBDI without joinder or consent from River Authority or any other party, and thereafter neither party
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shall have any further rights, liabilities or obligations hereunder; (ii) waive, in writing, any such objections and close; (iii) attempt to cure the objections to SAJBDI’s satisfaction, and River Authority agrees to act in good faith and cooperate with SAJBDI in such efforts by SAJBDI (however, SAJBDI shall have no obligation to cure any of the objections); or (iv) extend the period during which River Authority has to remedy or remove the objections to one (1) day prior to closing. Items shown on Schedule C of the Commitment shall not be considered Permitted Exceptions and shall be satisfied by River Authority on or before closing.
10. Inspection. For so long as this Agreement is in effect, the Parties, their agents,
employees and representatives may enter upon the Property for the purpose of inspecting, surveying and conducting such tests, studies or assessments as may be reasonably required by that Party.
11. Access. SAJBDI shall provide insurable legal access to the SAJBDI Tract. River
Authority shall provide insurable legal access to the River Authority Tract. 12. SAJBDI Closing Matters. At the closing, SAJBDI shall (i) cause the Title Policy to be
issued to River Authority; (ii) execute and deliver to River Authority a general warranty deed (the "Deed"), in the form of the Deed attached hereto as Exhibit D, conveying to River Authority good and indefeasible title to the SAJBDI Tract; (iii) deliver to River Authority such evidence of authority to close this Agreement as River Authority and Title Company reasonably request; (iv) deliver possession of the SAJBDI Tract to River Authority; (v) deliver to River Authority an affidavit certifying that SAJBDI is not a foreign person within the meaning of Section 1445 of the Internal Revenue Code; and (vi) execute and deliver to River Authority such other documents that may be reasonably required by River Authority or Title Company to consummate the transactions contemplated hereby. These documents shall be prepared at the expense of the SAJBDI.
13. River Authority Closing Matters. At the closing, River Authority shall (i) cause the
Title Policy to be issued to SAJBDI; (ii) execute and deliver to SAJBDI a general warranty deed (the "Deed"), in the form of the Deed attached hereto as Exhibit E, conveying to SAJBDI good and indefeasible title to the River Authority Tract; (iii) deliver to SAJBDI such evidence of authority to close this Agreement as SAJBDI and Title Company reasonably request; (iv) deliver possession of the River Authority Tract to SAJBDI; (v) deliver to SAJBDI an affidavit certifying that River Authority is not a foreign person within the meaning of Section 1445 of the Internal Revenue Code; and (vi) execute and deliver to SAJBDI such other documents that may be reasonably required by SAJBDI or Title Company to consummate the transactions contemplated hereby. These documents shall be prepared at the expense of River Authority.
14. Closing Expenses And Adjustments. Any delinquent real estate taxes and all levied
assessments on the SAJBDI Tract are SAJBDI's responsibility and should be satisfied of record by SAJBDI at or before closing. Any real estate taxes assessed against the SAJBDI Tract in the year of closing, but which are not yet due and payable, will be prorated to the date of closing based
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on the most recent available tax statements. SAJBDI shall pay any recapture tax on the SAJBDI Tract caused by a change of use by SAJBDI prior to closing. Any recapture tax on the SAJBDI Tract caused by a change of use by River Authority after closing shall be paid by River Authority.
SAJBDI shall pay all of SAJBDI’s expenses and attorney’s fees, the costs of any feasibility tests or studies conducted by SAJBDI, the costs to obtain releases of any liens required to be released in connection with the exchange on the SAJBDI Tract and the costs to cure Title Objections agreed to be cured by SAJBDI on the SAJBDI Tract and to resolve matters shown in Schedule C of the Title Commitment for the SAJBDI Tract. SAJBDI shall pay the survey cost of the SAJBDI Tract, the Commitment (including costs of exception documents) and title policy on the SAJBDI Tract, all costs for any tax certificates on the SAJBDI Tract, ½ of the escrow fee charged by the Title Company; the fee for the recording of the Deed on the SAJBDI Tract; and the costs to deliver and record releases of any liens required to be released from the SAJBDI Tract in connection with the exchange. River Authority shall pay all of River Authority’s expenses, and attorney’s fees, the costs of any feasibility tests or studies conducted by River Authority, the costs to obtain releases of any liens required to be released in connection with the exchange on the River Authority Tract and the costs to cure Title Objections agreed to be cured by River Authority on the River Authority Tract and to resolve matters shown in Schedule C of the Title Commitment for the River Authority Tract. River Authority shall pay the survey cost of the River Authority Tract, the Commitment (including costs of exception documents) and title policy on the River Authority Tract, all costs for any tax certificates on the River Authority Tract, ½ of the escrow fee charged by the Title Company; the fee for the recording of the Deed on the River Authority Tract; and the costs to deliver and record releases of any liens required to be released from the River Authority Tract in connection with the exchange.
15. Matters Pending Closing. The Parties shall not transfer or encumber any interest
or rights in the Property prior to closing except those that are removed on or before closing. The Parities shall keep the Property in its current condition until closing. Each Party shall notify the other of any legal, political or administrative proceeding instituted or threatened which might have any effect on the Property, its value or the rights to possession of the Property promptly upon that Party’s receipt of such notice. All risk of loss of or damage to the Property will pass at closing.
16. Restrictive Covenants on the River Authority Tract. The River Authority Tract is
subject to restrictive covenants governing the use of the River Authority Tract. The River Authority Tract shall be used only for school purposes and low impact development purposes. SAJBDI shall submit to River Authority all design and construction plans for River Authority’s review and prior written approval before SAJBDI will construct any structure on the Property. SAJBDI shall capture and treat the first 1.7 inches of runoff from each rainfall event on the Property. All construction on the River Authority Tract is subject to River Authority inspection to
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ensure compliance with low impact development principles. SAJBDI will operate and maintain the low impact development features constructed on the Property. The restrictive covenants on the River Authority Tract are stated in the deed attached as Exhibit D.
17. The Parties' Representations and Warranties. WITH RESPECT TO THE SAJBDI
TRACT, SAJBDI REPRESENTS TO RIVER AUTHORITY THE FOLLOWING MATTERS AND WITH RESPECT TO THE RIVER AUTHORITY TRACT THE RIVER AUTHORITY REPRESENTS TO SAJBDI THE FOLLOWING MATTERS, WHICH SHALL SURVIVE CLOSING.
a. Title to the Property/Authority. That the respective Party is the sole legal owner of
the Tract being exchanged. The Tract being exchanged is not now subject to any written or oral lease, option, or agreement of sale, claim or legal proceeding except as set forth herein. To the best of that Party’s knowledge, there are no parties claiming adverse possession of the Tract being exchanged.
b. Authority. The respective Party has the full power and authority to execute, deliver
and perform this Agreement and all agreements and documents referred to in this Agreement. There are no attachments, executions, assignments for the benefit of creditors, or voluntary or involuntary proceedings in bankruptcy or under other debtor relief laws contemplated by, pending, or to the best of the respective Party’s knowledge, threatened against that Party.
c. Access. The Tract being exchanged has, or will have, full and free access to and
from a dedicated public roadway, and there is no pending or, to the best of the respective Party’s knowledge, any threatened proceeding by any governmental authority or any other fact or condition which might limit or result in the termination of such access.
d. Assessments. There are no special assessments of any kind presently pending
against the Tract being exchanged and the respective Party has not received any notice of any special assessments being contemplated.
e. Hazardous Materials. The Tract being exchanged is not now nor, to the knowledge
of the respective Party, has it ever been used for the manufacture, use, storage or disposal of any hazardous or toxic substance, material or waste within the meaning of any applicable environmental statute, ordinance or regulation, or in such a way as to create any environmental condition that is actionable under any federal, State or local environmental law or regulation. No hazardous or toxic substance, material or waste, including without limitation asbestos or material containing or producing polychlorinated biphenyls (PCBs), is presently stored or located on the Tract being exchanged at levels greater than natural background concentrations. The Tract being exchanged does not contain underground storage tanks or landfill disposal site. The Tract being exchanged is not subject to any "superfund" or similar lien or any claim by any government regulatory agency or third party related to the release or threatened release of any hazardous or toxic substance, material or waste.
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f. No Condemnation. There are no condemnation proceedings pending with regard
to any portion of the Tract being exchanged and the respective Party does not know of or have reason to know of any proposed condemnation proceedings with regard to any portion of the Property.
g. Free and Clear Title. On the closing date, the Tract being exchanged will be free
and clear of all mechanic’s and materialman’s liens and other liens and encumbrances of any nature except the Permitted Exceptions, and no work or materials will have been furnished to the Tract being exchanged that might give rise to mechanic’s or materialman’s liens or other liens against the Tract being exchanged.
By executing and delivering the Deed, each Party shall be deemed to have made the foregoing representations and warranties as of the date of closing.
18. Broker. Each Party represents to the other that no broker is involved in this
exchange. 19. Notice. All notices required to be given under this Agreement shall be deemed
given upon the earlier of actual receipt or two days after being mailed by registered or certified mail, return receipt requested, or on the date of successful facsimile transmission (if received prior to 5:00 p.m. CST), addressed to:
if to SAJBDI: if to River Authority: Bruce W. Cash Claude Harding SA JBDI, Ltd. San Antonio River Authority 411 Lakeplace Lane 100 E. Guenther Austin, Texas 78746-1623 San Antonio, Texas 78204 ________________ (phone) (210) 227-1373 (phone) ________________ (fax) (210) 227-4323 (fax) if to I-10: Bruce W. Cash I-10 Investments, Ltd. 4111 Lakeplace Lane Austin, Texas 78746-1623 ________________ (phone) ________________ (fax)
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20. Default. In the event River Authority fails or refuses to timely close the purchase of the Property, SAJBDI not being in default hereunder, SAJBDI may (as its sole remedy) terminate this Agreement and recover the River Authority Earnest Money, as liquidated damages, and not as penalty, in full satisfaction of SAJBDI's claims against River Authority hereunder. In the event SAJBDI defaults in the performance of SAJBDI's obligations under this Agreement, River Authority not being in default hereunder, River Authority may (as its sole remedy) terminate this Agreement and recover the SAJBDI Earnest Money, as liquidated damages, and not as penalty, in full satisfaction of River Authority’s claims against SAJBDI, and thereafter neither party shall have any further rights, liabilities or obligations hereunder.
21. Possession. Each Party will deliver possession of the Tract being exchanged, in its
present condition, to the other Party at closing. 22. Commencement Date. The Commencement Date of this Agreement shall be the
date on which Title Company acknowledges in writing its receipt of the Deposit and a fully executed copy of this Agreement.
23. Successors And Assigns. This Agreement shall be binding on the heirs,
representatives, successors and assigns of each Party. 24. Complete Agreement. This Agreement constitutes the sole and complete
agreement between the Parties and cannot be changed except by written amendment. No representation or promise not included in this Agreement or any written amendment shall be binding upon the Parties.
25. Exhibits. The following exhibits are attached hereto and incorporated herein by
reference: Exhibit A – Legal Description of SAJBDI Tract Exhibit B – Legal Description of River Authority Tract Exhibit C - Legal Description of I-10 Tract Exhibit D - Form of General Warranty Deed Exhibit E – Form of General Warranty Deed 26. No-Waiver. No provision of this Agreement shall be deemed amended or waived
unless such amendment or waiver is set forth in a writing signed by River Authority and SAJBDI. No act or failure to act by a Party shall be deemed a waiver of its rights hereunder, and no waiver in any one circumstance or of any one provision shall be deemed a waiver in other circumstances or of other provisions.
27. Holidays. If any date set forth in this Agreement or computed pursuant to this
Agreement falls on a Saturday, Sunday or national holiday, such date shall be deemed
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automatically amended to be the first business day following such weekend day or holiday. 28. Escrow. The SAJBDI Earnest Money and the River Authority Earnest Money, the
“Earnest Money” are deposited with Title Company with the understanding that Title Company is not (i) a party to this contract and does not have any liability for the performance or nonperformance of any party to this contract, (ii) liable for interest on the Earnest Money, and (iii) liable for any loss of Earnest Money caused by the failure of any financial institution in which the Earnest Money has been deposited unless the financial institution is acting as Title Company. At closing, the Earnest Money must be applied first to any cash down payment, then to the respective Party’s closing costs and any excess refunded to the respective Party. If both Parties make written demand for the Earnest Money, Title Company may require payment of unpaid expenses incurred on behalf of the Parties and a written release of liability of Title Company from all Parties. If one Party makes written demand for the Earnest Money, Title Company shall give notice of the demand by providing the other Party a copy of the demand. If Title Company does not receive written objection to the demand from the other Party within 30 days after notice to the other Party, Title Company may disburse the Earnest Money to the Party making demand reduced by the amount of unpaid expenses incurred on behalf of the Party receiving the Earnest Money and Title Company may pay the same to the creditors. If Title Company complies with the provisions of this paragraph, each Party hereby releases Title Company from all adverse claims related to the disbursal of the Earnest Money. Title Company’s notice to the other Party will be effective when deposited in the U. S. Mail, postage prepaid, certified mail, return receipt requested, addressed to the other Party at such Party's address shown below. Notice of objection to the demand will be deemed effective upon receipt by Title Company.
29. Full and Final Satisfaction. SAJBDI understands and agrees that the Purchase Price
includes full accord, satisfaction and compensation for damages, if any, to the remaining property of SAJBDI, if any, caused by the exchange of property with the River Authority. IN WITNESS WHEREOF, the Parties, acting individually or by and through their duly authorized officers, have each signed, sealed and delivered this instrument effective as of the Commencement Date. SELLER: BUYER: SA JBDI, Ltd. San Antonio River Authority a Texas limited partnership By: JBDI GP, LLC a Texas limited liability company, it’s general partner
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By: ___________________ By: ____________________ Bruce W. Cash Suzanne B. Scott Manager General Manager I-10 Invesments, Ltd. A Texas limited partnership By: I-10 GP, LLC a Texas limited liability company, it’s general partner By: ___________________ Bruce W. Cash Manager JOINDER BY TITLE COMPANY ____________________Title Company (i) acknowledges receipt of the Deposit described in Section 2 on _____________________ 2014 (the Commencement Date), and (ii) agrees to hold same in accordance with the terms of this Agreement. Title Company By:________________________________ Name: ________________________ Escrow Officer
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EXHIBIT A LEGAL DESCRIPTION OF SAJBDI TRACT
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EXHIBIT A
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EXHIBIT B LEGAL DESCRIPTION OF RIVER AUTHORITY TRACT
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LOW IMPACT DEVELOPMENT (L.I.D.)
LEGEND
AREAS INCORPORATING LOW
IMPACT DEVELOPMENT
L.I.D. ALONG THE PROPOSED
WEICHOLD ROAD FROM THE IH
10 ACCESS ROAD TO ROSALINA
LOOP.
L.I.D. ALONG THE PROPOSED
ENTRANCE ROAD FROM THE IH
10 ACCESS ROAD TO PABLO
WAY.
L.I.D. TO BE INCORPORATED ON
THE PARK LAND/OPEN SPACE
AREA.
POSSIBLE L.I.D. TO BE
INCORPORATED ON UNITS 2
THRU 13.
1
2
3
4
2
3
13
4
Exhibit C
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EXHIBIT D FORM OF GENERAL WARRANTY DEED
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General Warranty Deed
Date: Grantor: SAJBDI, Ltd. Grantor's Mailing Address:
411 Lakeplace Lane, Austin, Texas 78746
Grantee: San Antonio River Authority Grantee's Mailing Address:
100 E. Guenther, San Antonio, Texas 78204
Consideration: TEN AND NO/100 DOLLARS ($10.00) and other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged. Property (including any improvements):
86.524 acre tract of land situated in Bexar County, Texas, out of the Josefa Leal Survey No. 39, Abstract 420 and deed to Erwin C. Widerstein, Jr. and William Widerstein, according to a portion of the 264.834 acre tract conveyed to SAJBDI, Ltd. in Volume 10543, page 1554 of the Real Property Records of Bexar County, Texas, and being a part of the 104.90 acres A.S.C.D. easement conveyed to San Antonio River Authority in Volume 4461, Page 249 of the Real Property Records of Bexar County Texas, and being more particularly described in the attached Exhibit A;
Reservations from Conveyance: None Exceptions to Conveyance and Warranty: Liens described as part of the Consideration and any other liens described in this deed as being either assumed or subject to which title is taken; validly existing easements, rights-of-way, and prescriptive rights, whether of record or not; all presently recorded and validly existing instruments, other than conveyances of the surface fee estate, that affect the Property; and taxes
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for 2014, which Grantee assumes and agrees to pay, and subsequent assessments for that and prior years due to change in land usage, ownership, or both, the payment of which Grantee assumes. Grantor, for the Consideration and subject to the Reservations from Conveyance and the Exceptions to Conveyance and Warranty, grants, sells, and conveys to Grantee the Property, together with all and singular the rights and appurtenances thereto in any way belonging, to have and to hold it to Grantee and Grantee's heirs, successors, and assigns forever. Grantor binds Grantor and Grantor's heirs and successors to warrant and forever defend all and singular the Property to Grantee and Grantee's heirs, successors, and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof, except as to the Reservations from Conveyance and the Exceptions to Conveyance and Warranty. When the context requires, singular nouns and pronouns include the plural. SAJBDI, Ltd. A Texas limited partnership By: JBDI GP, LLC A Texas limited liability company, Its general partner By: ______________ Bruce W. Cash Manager STATE OF TEXAS ) COUNTY OF BEXAR )
Before me, the undersigned notary public, on this day personally appeared Bruce W. Cash, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the purposes and consideration therein expressed.
Given under my hand and seal of office this ______ day of _____________, 2014.
Notary Public, State of Texas My commission expires: _____________________
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AFTER RECORDING RETURN TO: Claude Harding, Real Estate Manager San Antonio River Authority 100 E. Guenther, San Antonio, Texas 78204
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EXHIBIT E FORM OF GENERAL WARRANTY DEED
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General Warranty Deed Date: Grantor: San Antonio River Authority, a Texas Grantor's Mailing Address:
100 E. Guenther, San Antonio, Texas 78204
Grantee: SAJBDI, Ltd. Grantee's Mailing Address:
411 Lakeplace Lane, Austin, Texas 78746
Consideration: TEN AND NO/100 DOLLARS ($10.00) and other good and valuable consideration the receipt and sufficiency of which is hereby acknowledged. Property (including any improvements):
15.919 acres of land, more or less, in Bexar County, Texas, being more particularly described in the attached Exhibit A;
Reservations from Conveyance: None Exceptions to Conveyance and Warranty: Liens described as part of the Consideration and any other liens described in this deed as being either assumed or subject to which title is taken; validly existing easements, rights-of-way, and prescriptive rights, whether of record or not; all presently recorded and validly existing instruments, other than conveyances of the surface fee estate, that affect the Property; and taxes for 2014, which Grantee assumes and agrees to pay, and subsequent assessments for that and prior years due to change in land usage, ownership, or both, the payment of which Grantee assumes. Grantor, for the Consideration and subject to the Reservations from Conveyance and the Exceptions to Conveyance and Warranty, grants, sells, and conveys to Grantee the Property,
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together with all and singular the rights and appurtenances thereto in any way belonging, to have and to hold it to Grantee and Grantee's heirs, successors, and assigns forever. Grantor binds Grantor and Grantor's heirs and successors to warrant and forever defend all and singular the Property to Grantee and Grantee's heirs, successors, and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof, except as to the Reservations from Conveyance and the Exceptions to Conveyance and Warranty. Restrictions: The Property may only be used for school purposes and low impact development purposes. Grantee shall submit to Grantor all design and construction plans for Grantor’s review and prior written approval before Grantee will construct any structure on the Property. All construction on the River Authority Tract is subject to River Authority inspection to ensure compliance with low impact development principles. Grantee shall capture and treat the first 1.7 inches of runoff from each rainfall event on the Property. Grantee shall operate and maintain the low impact development features constructed on the Property.
Grantor, as the fee simple owner of the Property, establishes the Restrictions as covenants, conditions, and restrictions, whether mandatory, prohibitive, permissive, or administrative, to regulate the uses of the Property and the improvements placed on it. Grantor and Grantee stipulate that (a) the Restrictions touch and concern the Property; (b) privity of estate exists by reason of the ownership of the Property; (c) notice is given by filing this instrument in the real property records of the county in which the Property is situated; and (d) the Restrictions are reasonable, their purposes being for the common benefit of Grantor, Grantee and the public, who are affected by the uses of the Property. The Restrictions run with the land making up the Property, are binding on Grantee and Grantee's successors and assigns forever, and inure to the benefit of Grantor, Grantee, and their successors and assigns forever. When the context requires, singular nouns and pronouns include the plural.
San Antonio River Authority Suzanne B. Scott, General Manager
ACCEPTED AND AGREED: SAJBDI, Ltd. A Texas limited partnership
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By: JBDI GP, LLC A Texas limited liability company, Its general partner By: ______________ Bruce W. Cash Manager STATE OF TEXAS ) COUNTY OF BEXAR )
Before me, the undersigned notary public, on this day personally appeared Suzanne B. Scott, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that she executed the same for the purposes and consideration therein expressed.
Given under my hand and seal of office this ______ day of _____________, 2014.
Notary Public, State of Texas My commission expires: ______________________
STATE OF TEXAS ) COUNTY OF BEXAR )
Before me, the undersigned notary public, on this day personally appeared Bruce W. Cash, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the purposes and consideration therein expressed.
Given under my hand and seal of office this ______ day of _____________, 2014.
Notary Public, State of Texas My commission expires: _____________________
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AFTER RECORDING RETURN TO: SAJBDI, Ltd. 411 Lakeplace Lane, Austin, Texas 78746
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RESOLUTION NO. R-1484
RESOLUTION OF THE BOARD OF DIRECTORS OF THE SAN ANTONIO
RIVER AUTHORITY TO DECLARE APPROXIMATELY 15.919 ACRES OF
LAND INCLUDING ACCESS TO SUCH LAND FROM GREEN ROAD AT
THE MARTINEZ IV PROPERTY IN SAN ANTONIO, BEXAR COUNTY,
TEXAS SURPLUS AND AUTHORIZING THE GENERAL MANAGER TO
NEGOTIATE AND EXECUTE AN EXCHANGE AGREEMENT THAT
CONVEYS SUCH LAND FOR 86.524 ACRES OF LAND LOCATED AT THE
BINZ ENGELMAN DAM IN SAN ANTONIO, BEXAR COUNTY, TEXAS
WHEREAS, an opportunity exists to acquire approximately 86.524 acres of land
currently owned by SA JBDI, Ltd. in fee simple estate and enhance operations and maintenance
of Binz Engelman Dam with the addition of land on the dam’s southeast side including the
addition of an access point to the dam’s north end; and
WHEREAS, an opportunity exists to convey approximately 15.919 acres of land in fee
simple estate at the River Authority’s Martinez IV property located near Green Road and
Interstate Highway 10 to SA JBDI, Ltd. which will subsequently be conveyed to East Central
Independent School District thereby enhancing the value of the remainder of Martinez IV by
virtue of the conveyed property becoming a future elementary school site; and
WHEREAS, the East Central Independent School District needs an elementary school
site in this area and its’ Board of Directors is set to approve of the donation of said 15.919 acres
of land and accompanying access for the proposed school to the school district; and
WHEREAS, the purchase price for the proposed property is the exchange of the
approximate 86.524 acre SA JBDI, Ltd. tract and the approximate 15.919 acre River Authority
tract and I–10 Investments, Ltd. agreement to construct, operate and maintain low impact
development measures on the entrance roads to its Paloma Subdivision that capture and treat the
first 1.7 inches of rainfall; and
NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF DIRECTORS OF THE RIVER AUTHORITY THAT:
The 15.919 acre tract of land located at the Martinez IV property in San Antonio, Bexar County, Texas, shown in Exhibit “A” is declared surplus and the General Manager is hereby authorized to execute an Exchange substantially in the form as shown in Exhibit “B” to exchange such land for 86.524 acres of land located at the Binz Engelman Dam in San Antonio, Bexar County, Texas and to do and carry out all other activities as necessary to execute the Exchange.
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PASSED AND APPROVED this the 17th day of December, 2014.
____________________________________
SALLY BUCHANAN, Chairman
ATTEST:
_____________________________________
HECTOR R. MORALES, Secretary
CERTIFICATE OF SECRETARY
SAN ANTONIO RIVER AUTHORITY §
§
SAN ANTONIO, BEXAR COUNTY, TEXAS §
I hereby certify the above and foregoing to be a duplicate original of Resolution No.
R-1484 of the Board of Directors of the SAN ANTONIO RIVER AUTHORITY as passed and
approved by the members of said Board at a regular meeting of the Board of Directors of said
AUTHORITY held on December 17, 2014, in San Antonio, Bexar County, Texas, at which a
quorum was present, as shown by the Minutes of said meeting.
IN TESTIMONY WHEREOF, witness my hand and the official seal of the SAN
ANTONIO RIVER AUTHORITY on this the 17th day of December, A.D., 2014, in San
Antonio, Bexar County, Texas.
___________________________________
HECTOR R. MORALES, Secretary
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Individual Item #: 14.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Acquisition of Land Rights for Martinez II WWTP
Submitted By: Claude Harding
Division: Technical Services Department: Real Estate
CAPTION
PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING ORDINANCE O-1395
OF THE BOARD OF DIRECTORS OF THE SAN ANTONIO RIVER AUTHORITY REGARDING THE
CONSIDERATION OF THE USE OF EMINENT DOMAIN TO CONDEMN PROPERTY AND
DECLARING A PUBLIC USE AND NECESSITY FOR THE ACQUISITION OF A STRIP OF LAND
APPROXIMATELY 1.0146 ACRES IN SIZE AND USED AS A ROAD ON CERTAIN PARCELS OF
LAND IN EASTERN BEXAR COUNTY, TEXAS, LOCATED WITHIN COUNTY BLOCKS 5065 AND
5100 TO SOLIDIFY LAND RIGHTS TO THE MARTINEZ II PLANT ACCESS ROAD AND
AUTHORIZING ALL APPROPRIATE ACTION BY THE GENERAL MANAGER, EMPLOYEES,
AGENTS, AND ATTORNEYS OF THE SAN ANTONIO RIVER AUTHORITY IN THE INSTITUTION
AND PROSECUTION OF EMINENT DOMAIN PROCEEDINGS TO ACQUIRE SAID PROPERTY
INTERESTS AND RELATED RIGHTS OF INGRESS AND EGRESS THAT CANNOT BE ACQUIRED
THROUGH NEGOTIATION; RATIFYING AND CONFIRMING ALL ACTS AND PROCEEDINGS
PREVIOUSLY DONE OR INITIATED BY EMPLOYEES, AGENTS, AND ATTORNEYS OF THE SAN
ANTONIO RIVER AUTHORITY TO ACQUIRE SUCH PROPERTY INTERESTS; AND AUTHORIZING
SUCH OTHER LAWFUL ACTION NECESSARY AND INCIDENTAL TO SUCH ACQUISITION OR
EMINENT DOMAIN PROCEEDINGS TO SURVEY, SPECIFY, DEFINE, AND SECURE THE
NECESSARY INTERESTS IN REAL PROPERTY
Presenter
Claude HardingEstimated Presentation Time: 10 minutes
The San Antonio River Authority (SARA) owns and operates the Martinez II Wastewater Treatment Plant (WWTP)
located at 1720 FM 1516 in Converse, Texas. SARA has been using and maintaining the original access road off of
FM 1516 since the plant was placed in operation in 1987.
It was discovered recently that SARA does not have a deed to all of the original access road to the plant. Research
indicates the road was once a county road, however Bexar County disavows it. No deed can be found for the
1.0146 acres.
Board action is necessary to proceed with condemnation action for the curing of title and acquisition of this parcel.
SARA seeks fee simple ownership of the property to provide access to the Martinez II WWTP. Once the eminent
domain action is complete this portion of the original access road will be incorporated into the lease dated January
1, 2014, with Texas Landfill Management, LLC who will be responsible for any capital improvements and
maintenance of the road. Also, after this legal action occurs SARA will provide reasonable access easements to all
landowners with access points along the road. These landowners have been contacted by SARA's Real Estate
Department staff.
On November 3, 2014, an appraisal was performed on the 1.0146 acres. A local independent appraiser, Paul P.
Grafe, MAI of Valbridge Property Advisors provided an estimate of value of $16,700.
A Phase I Environmental Assessment did not reveal any recognized environmental conditions that would
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A Phase I Environmental Assessment did not reveal any recognized environmental conditions that would
compromise or limit SARA's intended use of the land.
Funding to accomplish these goals and objectives was incorporated in the current year's budget.
At its December 8, 2014, meeting, the Operations Committee supported presentation of this item to the Board of
Directors for approval.
Recommendation
Motion that Ordinance O-1395 be approved declaring a public necessity for the acquisition of approximately
1.0146 acres of land used as an access road to the Martinez II Wastewater Treatment Plant.
Discussion
Vote
Roll Call Vote
BEXAR COUNTY: GOLIAD COUNTY: KARNES COUNTY: WILSON COUNTY:
Sally Buchanan Terry E. Baiamonte Gaylon J. Oehlke Darrell T. Brownlow, Ph.D.
Hector R. Morales James Fuller H. B. Ruckman III John J. Flieller
Lourdes Galvan
Jerry G. Gonzales
Michael W. Lackey, P.E.
Thomas G. Weaver
Attachments
O-1395
Petition
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00051703.DOC
ORDINANCE NO. O-1395
AN ORDINANCE OF THE BOARD OF DIRECTORS OF THE SAN
ANTONIO RIVER AUTHORITY REGARDING THE CONSIDERATION OF
THE USE OF EMINENT DOMAIN TO CONDEMN PROPERTY AND AN
ORDINANCE DECLARING A PUBLIC USE AND NECESSITY FOR THE
ACQUISITION OF A STRIP OF LAND IN FEE SIMPLE
APPROXIMATELY 1.0146 ACRES IN SIZE AND USED AS A ROAD
ON CERTAIN PARCELS OF LAND IN EASTERN BEXAR COUNTY,
TEXAS LOCATED WITHIN COUNTY BLOCKS 5065 AND 5100 TO
SOLIDIFY LAND RIGHTS TO THE MARTINEZ II PLANT ACCESS ROAD
AND AUTHORIZING ALL APPROPRIATE ACTION BY THE GENERAL
MANAGER, EMPLOYEES, AGENTS, AND ATTORNEYS OF SAN
ANTONIO RIVER AUTHORITY IN THE INSTITUTION AND
PROSECUTION OF EMINENT DOMAIN PROCEEDINGS TO ACQUIRE
SAID PROPERTY INTERESTS AND RELATED RIGHTS OF INGRESS AND
EGRESS THAT CANNOT BE ACQUIRED THROUGH NEGOTIATION;
RATIFYING AND CONFIRMING ALL ACTS AND PROCEEDINGS
PREVIOUSLY DONE OR INITIATED BY EMPLOYEES, AGENTS, AND
ATTORNEYS OF SAN ANTONIO RIVER AUTHORITY TO ACQUIRE
SUCH PROPERTY INTERESTS; AND AUTHORIZING SUCH OTHER
LAWFUL ACTION NECESSARY AND INCIDENTAL TO SUCH
ACQUISITION OR EMINENT DOMAIN PROCEEDINGS TO SURVEY,
SPECIFY, DEFINE, AND SECURE THE NECESSARY INTERESTS IN REAL
PROPERTY
Preamble
WHEREAS, this Board has found and determined that there is a public use and necessity
for, and that the public convenience will be served by the Martinez II Wastewater Treatment
Plant, and
WHEREAS, this Board has found and determined that there is a public use and necessity
for, and that the public convenience will be served by the acquisition of a strip of land in fee
simple approximately 1.0146 acres in size and used as a road on certain parcels of land located
within County Blocks 5065 and 5100 in eastern Bexar County, Texas, such acquisition is more
particularly described by metes and bounds on the attached Exhibit “A.” This acquisition is
required for the public use of solidifying the land rights to the Martinez II Wastewater Treatment
Plant access road; and
Whereas, it is necessary to authorize the acquisition of such property interests on said
property by negotiation or through the exercise of eminent domain, if necessary;
NOW, THEREFORE, BE IT ORDAINED BY THE BOARD OF DIRECTORS OF THE SAN
ANTONIO RIVER AUTHORITY THAT:
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00051703.DOC
The caption, preamble, and recitals are incorporated herein for all
purposes. There is a public use and necessity for and public convenience
will be served by the acquisition in fee simple of property interests on
certain property within County Blocks 5065 and 5100 in Bexar County,
Texas, being more particularly described by metes and bounds on the
attached Exhibit “A” for the Martinez II Wastewater Plant. In the event
the San Antonio River Authority is unable to acquire property interests
on said property by negotiation, the General Manager is delegated the
authority to institute and prosecute to conclusion eminent domain
proceedings against the owners and claimants of said property. The
General Manager, employees, agents and attorneys of the San Antonio
River Authority are authorized to execute all documents and to do and
perform such other acts necessary to acquire the permanent easements on
said property. All acts and proceedings previously done or initiated by
employees, agents, consultants and attorneys of San Antonio River
Authority to acquire the property interests on said property are ratified
and affirmed. All other lawful actions necessary and incidental to such
acquisitions or eminent domain proceedings to survey, specify, define,
and secure the necessary interests in real property are authorized.
PASSED AND APPROVED this 17th day of December, 2014.
SALLY BUCHANAN, Chairman
ATTEST:
______________________________________
HECTOR R. MORALES, Secretary
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00051703.DOC
ACKNOWLEDGEMENT OF CHAIRMAN
STATE OF TEXAS §
§
COUNTY OF BEXAR §
BEFORE ME, the undersigned authority, on this day personally appeared SALLY
BUCHANAN, Chairman of the Board of Directors of the SAN ANTONIO RIVER
AUTHORITY, a political subdivision of the State of Texas, known to me to be the person and
officer whose name is subscribed to the foregoing instrument, and acknowledged to me that he
executed the same for the purposes and consideration therein expressed, in the capacity therein
stated, and as the act and deed of said political subdivision.
GIVEN UNDER MY HAND AND SEAL OF OFFICE this 17th day of December, 2014.
____________________________________________
LINDA KAY WHITAKER, Notary Public
In and for the State of Texas
My commission expires: 9/12/2016
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00051703.DOC
CERTIFICATE OF SECRETARY
SAN ANTONIO RIVER AUTHORITY §
§
BEXAR COUNTY, TEXAS §
I hereby certify the above and foregoing to be a duplicate original of Ordinance
No.O-1395 of the Board of Directors of the SAN ANTONIO RIVER AUTHORITY as passed
and approved by the members of said Board at a regular meeting of the Board of Directors of
said AUTHORITY held on December 17, 2014, in the City of San Antonio, Bexar County,
Texas, at which a quorum was present, as shown by the minutes of said meeting.
IN TESTIMONY WHEREOF, witness my hand and the official seal of the SAN
ANTONIO RIVER AUTHORITY on this the 17th day of December, 2014, in the City of San
Antonio, Bexar County, Texas.
____________________________________
HECTOR R. MORALES, Secretary
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Executive Session Item #: 15.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Executive Session: Whooping Crane, GBRA, and Austin Bridge & Road Lawsuits
Submitted For: Steve Raabe Submitted By: Linda Whitaker
Division: Technical Services
CAPTION
EXECUTIVE SESSION PURSUANT TO TEXAS GOVERNMENT CODE SECTION 551.071
FOR CONSULTATION WITH ATTORNEY REGARDING THE ARANSAS PROJECT V.
SHAW, ET. AL., CASE NO. 13-40317 IN THE UNITED STATES COURT OF APPEALS FOR
THE FIFTH CIRCUIT; GUADALUPE-BLANCO RIVER AUTHORITY V. TEXAS ATTORNEY
GENERAL, ET. AL., NO. 03-14-00393-CV IN THE THIRD COURT OF APPEALS, AUSTIN,
TEXAS; AND ARBITRATION NO. 70-441-Y-00195-14 WITH AUSTIN BRIDGE & ROAD, LP
AND HAYWARD BAKER, INC.
Presenter
Steve Raabe and David RossEstimated Presentation Time: 30 minutes
Discussion
Attachments
No file(s) attached.
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Individual Item #: 16.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Whooping Crane and GBRA Lawsuits
Submitted For: Steve Raabe Submitted By: Linda Whitaker
Division: Technical Services
CAPTION
PRESENTATION, DISCUSSION AND APPROPRIATE ACTION REGARDING THE
ARANSAS PROJECT V. SHAW, ET. AL., CASE NO. 13-40317 IN THE UNITED STATES
COURT OF APPEALS FOR THE FIFTH CIRCUIT; AND GUADALUPE-BLANCO RIVER
AUTHORITY V. TEXAS ATTORNEY GENERAL, ET. AL., NO. 03-14-00393-CV IN THE
THIRD COURT OF APPEALS, AUSTIN, TEXAS
Presenter
Steve Raabe and David RossEstimated Presentation Time: 5 minutes
Recommendation
Motion be crafted, if necessary after board discussion.
Discussion
Vote
Attachments
No file(s) attached.
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Individual Item #: 17.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
SARIP & WSC Project
Submitted For: Suzanne B. Scott Submitted By: Linda Whitaker
Division: Executive Offices
CAPTION
STATUS REPORT ON THE SAN ANTONIO RIVER IMPROVEMENTS PROJECT AND
VARIOUS ACTIVE PROJECTS ALONG THE WESTSIDE CREEKS
Presenter
Suzanne B. ScottEstimated Presentation Time: 5 minutes
Discussion
Attachments
No file(s) attached.
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Individual Item #: 18.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
GM's Report
Submitted For: Suzanne B. Scott Submitted By: Linda Whitaker
Division: Executive Offices
CAPTION
GENERAL MANAGER'S REPORT CONCERNING THE FOLLOWING:
UPCOMING EVENTS CALENDAR;
FUTURE BOARD AND/OR COMMITTEE MEETINGS; AND
MEETINGS INVOLVING THE ATTENDANCE OF ONE OR MORE BOARD MEMBERS
Presenter
Suzanne B. ScottEstimated Presentation Time: 10 minutes
Discussion
Attachments
No file(s) attached.
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Items for Future Consideration Item #: 19.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Items for Future Consideration
Submitted For: Suzanne B.
Scott
Submitted By: Linda Whitaker
Division: Executive Offices
CAPTION
ITEMS FOR FUTURE CONSIDERATION
Presenter
Ms. Buchanan, Board ChairEstimated Presentation Time: 5 minutes
Discussion
Attachments
No file(s) attached.
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Individual Item #: 20.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Next Meeting Date
Submitted For: Suzanne B. Scott Submitted By: Linda Whitaker
Division: Executive Offices
CAPTION
NEXT MEETING DATE
Presenter
Ms. Buchanan, Board ChairEstimated Presentation Time: 5 minutes
The next Regular meeting of the Board of Directors will be Wednesday, January 21, 2015, at 2:00 p.m.
Discussion
Attachments
No file(s) attached.
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Individual Item #: 21.
Regular Meeting of the Board of Directors
Meeting Date: 12/17/2014
Adjourn
Submitted For: Suzanne B. Scott Submitted By: Linda Whitaker
Division: Executive Offices
CAPTION
ADJOURN
Presenter
Ms. Buchanan, Board Chair
Attachments
November Streamflow Map
October Discharge Monitoring Report
November SAWS Graphs
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!(
!(
!(
!(
!(
!(Medina
Bandera
Uvalde
Real
Kerr Kendall
Zavala
Frio
Dimmit LaSalle McMullen
Live Oak
Bee
Atascosa
Refugio
San Patricio
Victoria
Dewitt
Gonzales
Guadalupe
CaldwellHays
Comal
Blanco Travis
Bastrop
Fayette
Lavaca
Jackson
Calhoun
Bexar
Wilson
Karnes Goliad
San Antonio River at Loop 410 Average Daily Flow (November '14): 156 cfs Normal Daily Flow (November): null cfs 12/06/2014 : 10 cfs
Cibolo Creek near Falls City, TX Average Daily Flow (November '14): 88 cfs Normal Daily Flow (November): 35 cfs 12/06/2014 : 25 cfs
San Antonio River at Mitchell Street Average Daily Flow (November '14): 72 cfs Normal Daily Flow (November): 60 cfs 12/06/2014 : 3 cfs
San Antonio River at Goliad, TX Average Daily Flow (November '14): 721 cfs Normal Daily Flow (November): 473 cfs 12/06/2014 : 244 cfs
San Antonio River near Elmendorf, TX Average Daily Flow (November '14): 681 cfs Normal Daily Flow (November): 336 cfs 12/06/2014 : 150 cfs
San Antonio River near Falls City, TX Average Daily Flow (November '14): 562 cfs Normal Daily Flow (November): 368 cfs 12/06/2014 : 160 cfs
SAN ANTONIO RIVERBASIN STREAM FLOWS
Produced by: xavierm Path: P:\gis\BoardMapAvgFlow\mxd\BoardMap.mxd
o0 8.5 17 25.5 34
Miles
Disclaimer:The GIS material included with this transmittal is madeavailable as a public service. The maps and/or data are tobe used for reference and/or informational purposes onlyand may not have been prepared for or be suitable forlegal, engineering, or surveying purposes. It does notrepresent an on-the-ground survey and represents onlythe approximate relative location of property boundaries.The data herein shall be used and relied upon only at theuser's sole risk, and the user agrees to indemnify and holdharmless the San Antonio River Authority, its officials andemployees from any liability arising out of the use of thedata or information provided. If there are any questionsabout the appropriateness of this data, please [email protected].
Purpose:The purpose of this map is to illustrate the average and daily normal flow (in cfs) at each USGS location.
Produced By:
Engineering Division under the Technical Services Department.Published on December 8, 2014.
November 2014Legend!( USGS Gaging Stations
San Antonio River Watershed
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Flow Flow Flow
Permit Permit Permit
Limit Limit Limit
3.50 MGD 5.83 MGD 2.21 MGD
Avg Avg Avg
Upper
Martinez II Salatrillo Martinez
Flow/MGD Flow/MGD Flow/MGD
Month/Year Daily Avg Daily Avg Daily Avg
Oct-14 1.917 3.603 1.254
Sep-14 1.877 3.668 1.217
Aug-14 1.784 3.463 1.242
Jul-14 1.815 3.739 1.335
Jun-14 1.938 3.966 1.298
May-14 2.010 3.981 1.525
Apr-14 1.744 3.947 1.484
Mar-14 1.715 4.107 1.600
Feb-14 1.718 3.938 1.602
Jan-14 1.942 3.982 1.684
Dec-13 1.839 4.064 1.700
Nov-13 1.772 4.160 1.489
Flow Flow
Permit Permit
Limit Limit
0.025 MGD 0.15 MGD
Avg Avg
FRA Martinez III
Flow/MGD Flow/MGD
Month/Year Daily Avg Daily Avg
Oct-14 0.000198 0.022
Sep-14 0.000654 0.022
Aug-14 0.000314 0.021
Jul-14 0.000574 0.023
Jun-14 0.000446 0.024
May-14 0 0.022
Apr-14 0 0.019
Mar-14 0 0.018
Feb-14 0 0.018
Jan-14 0 0.017
Dec-13 0 0.016
Nov-13 0 0.016
1.7
72
1.8
39
1.9
42
1.7
18
1.7
15
1.7
44
2.0
1
1.9
38
1.8
15
1.7
84
1.8
77
1.9
17
4.1
60
4.0
64
3.9
82
3.9
38
4.1
07
3.9
47
3.9
81
3.9
66
3.7
39
3.4
63
3.6
68
3.6
03
1.4
89
1.7
00
1.6
84
1.6
02
1.6
00
1.4
84
1.5
25
1.2
98
1.3
35
1.2
42
1.2
17
1.2
54
0.000
1.000
2.000
3.000
4.000
5.000
6.000
7.000
8.000
9.000
10.000
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
MG
D
Month/Year
SARA WWTPsDaily Avg Flow/MGD
Martinez II
Salatrillo
Upper Martinez
0 0 0 0 0 0 0 0.0
00
44
6
0.0
00
57
4
0.0
00
31
4
0.0
00
65
4
0.0
00
19
8
0.0
16
0.0
16
0.0
17
0.0
18
0.0
18
0.0
19 0
.02
2 0.0
24
0.0
23
0.0
21
0.0
22
0.0
22
0
0.01
0.02
0.03
0.04
0.05
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
MG
D
Month/Year
SARA WWTPsDaily Avg Flow/MGD
FRA
Martinez III
FRA - no discharge
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Flow Flow Flow
Permit Permit Permit
Limit Limit Limit
6,076 GPM 10,204 GPM 4,604 GPM
2 hr peak 2 hr peak 2 hr peak
Upper
Martinez II Salatrillo Martinez
Flow/GPM Flow/GPM Flow/GPM
Month/Year 2 hr peak 2 hr peak 2 hr peak
Oct-14 2,000 4,086 1,673
Sep-14 2,003 4,086 1,662
Aug-14 2,111 3,937 1,591
Jul-14 2,128 3,979 1,873
Jun-14 3,267 7,240 2,227
May-14 3,520 7,149 3,767
Apr-14 2,264 4,268 1,773
Mar-14 1,857 4,309 1,900
Feb-14 2,503 4,251 2,216
Jan-14 2,482 4,276 2,309
Dec-13 2,003 4,392 1,878
Nov-13 2,267 5,085 2,171
Flow Flow
Permit Permit
Limit Limit
69 GPM 260 GPM
2 hr peak 2 hr peak
FRA Martinez III
Flow/GPM Flow/GPM
Month/Year 2 hr peak 2 hr peak
Oct-14 36 92
Sep-14 36 96
Aug-14 36 116
Jul-14 36 158
Jun-14 36 156
May-14 0 154
Apr-14 0 180
Mar-14 0 167
Feb-14 0 157
Jan-14 0 162
Dec-13 0 139
Nov-13 0 148
2,2
67
2,0
03 2
,48
2
2,5
03
1,8
57 2,2
64
3,5
20
3,2
67
2,1
28
2,1
11
2,0
03
2,0
00
5,0
85
4,3
92
4,2
76
4,2
51
4,3
09
4,2
68
7,1
49
7,2
40
3,9
79
3,9
37
4,0
86
4,0
86
2,1
71
1,8
78 2,3
09
2,2
16
1,9
00
1,7
73
3,7
67
2,2
27
1,8
73
1,5
91
1,6
62
1,6
73
0
1,000
2,000
3,000
4,000
5,000
6,000
7,000
8,000
9,000
10,000
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
GP
M
Month/Year
SARA WWTPs2 Hour Peak Flow/GPM
Martinez II
Salatrillo
Upper Martinez
0 0 0 0 0 0 0
36
36
36
36
36
14
8
13
9
16
2
15
7 16
7
18
0
15
4
15
6
15
8
11
6
96
92
0
50
100
150
200
250
300
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
GP
M
Month/Year
SARA WWTPs2 Hour Peak Flow/GPM
FRA
Martinez III
FRA - no discharge
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CBOD CBOD CBOD
Permit Permit Permit
Limit Limit Limit
10 mg/l 7 mg/l 10 mg/l
Avg Avg Avg
Upper
Martinez II Salatrillo Martinez
CBOD/mg/l CBOD/mg/l CBOD/mg/l
Month/Year Daily Avg Daily Avg Daily Avg
Oct-14 2.0 2.0 2.0
Sep-14 2.0 2.0 2.0
Aug-14 2.0 2.0 2.0
Jul-14 2.0 2.0 2.2
Jun-14 2.0 2.0 2.0
May-14 2.0 2.0 2.0
Apr-14 2.0 2.0 2.0
Mar-14 2.0 2.0 2.0
Feb-14 2.0 2.0 2.0
Jan-14 2.0 2.1 2.0
Dec-13 2.0 2.0 2.0
Nov-13 2.0 2.0 2.0
CBOD CBOD
Permit Permit
Limit Limit
10 mg/l 20 mg/l
Avg Avg
FRA Martinez III
CBOD/mg/l CBOD/mg/l
Month/Year Daily Avg Daily Avg
Oct-14 2.00 2.00
Sep-14 2.25 3.00
Aug-14 2.00 2.00
Jul-14 3.80 5.00
Jun-14 2.00 2.00
May-14 0.00 2.00
Apr-14 0.00 2.40
Mar-14 0.00 4.25
Feb-14 0.00 5.00
Jan-14 0.00 4.40
Dec-13 0.00 2.75
Nov-13 0.00 2.00
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0 2.1
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0
2.0 2
.2
2.0
2.0
2.0
0.0
1.0
2.0
3.0
4.0
5.0
6.0
7.0
8.0
9.0
10.0
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
mg/
l
Month/Year
SARA WWTPsCBOD Daily Avg / mg/l
Martinez II
Salatrillo
Upper Martinez
0.0
0
0.0
0
0.0
0
0.0
0
0.0
0
0.0
0
0.0
0
2.0
0
3.8
0
2.0
0
2.2
5
2.0
0
2.0
0 2.7
5
4.4
0 5.0
0
4.2
5
2.4
0
2.0
0
2.0
0
5.0
0
2.0
0
3.0
0
2.0
0
0.00
5.00
10.00
15.00
20.00
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
mg/
l
Month/Year
SARA WWTPsCBOD Daily Avg / mg/l
FRA
Martinez III
FRA - no discharge
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TSS TSS TSS
Permit Permit Permit
Limit Limit Limit
15 mg/l 15 mg/l 15 mg/l
Avg Avg Avg
Upper
Martinez II Salatrillo Martinez
TSS / mg/l TSS / mg/l TSS / mg/l
Month/Year Daily Avg Daily Avg Daily Avg
Oct-14 1.04 1.01 1.00
Sep-14 1.09 1.05 1.02
Aug-14 1.03 1.08 1.00
Jul-14 1.18 1.23 1.18
Jun-14 1.08 1.18 1.15
May-14 1.09 1.35 1.14
Apr-14 1.38 1.31 1.08
Mar-14 1.48 1.29 1.20
Feb-14 1.03 1.33 1.00
Jan-14 1.10 1.07 1.00
Dec-13 2.53 2.71 2.50
Nov-13 1.93 3.14 1.90
TSS TSS
Permit Permit
Limit Limit
15 mg/l 20 mg/l
Avg Avg
FRA Martinez III
TSS / mg/l TSS / mg/l
Month/Year Daily Avg Daily Avg
Oct-14 1.90 3.24
Sep-14 1.00 5.75
Aug-14 1.40 4.13
Jul-14 1.88 4.96
Jun-14 1.75 2.78
May-14 0.00 5.20
Apr-14 0.00 6.60
Mar-14 0.00 7.43
Feb-14 0.00 8.38
Jan-14 0.00 6.74
Dec-13 0.00 4.95
Nov-13 0.00 4.02
1.9
3
2.5
3
1.1
0
1.0
3 1.4
8
1.3
8
1.0
9
1.0
8
1.1
8
1.0
3
1.0
9
1.0
4
3.1
4
2.7
1
1.0
7 1.3
3
1.2
9
1.3
1
1.3
5
1.1
8
1.2
3
1.0
8
1.0
5
1.0
1
1.9
0
2.5
0
1.0
0
1.0
0
1.2
0
1.0
8
1.1
4
1.1
5
1.1
8
1.0
0
1.0
2
1.0
0
0.00
1.00
2.00
3.00
4.00
5.00
6.00
7.00
8.00
9.00
10.00
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
mg/
l
Month/Year
SARA WWTPsTSS Daily Avg / mg/l
Martinez II
Salatrillo
Upper Martinez
0.0
0
0.0
0
0.0
0
0.0
0
0.0
0
0.0
0
0.0
0
1.7
5
1.8
8
1.4
0
1.0
0 1.9
0
4.0
2 4.9
5
6.7
4
8.3
8
7.4
3
6.6
0
5.2
0
2.7
8
4.9
6
4.1
3
5.7
5
3.2
4
0.00
5.00
10.00
15.00
20.00
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
mg/
l
Month/Year
SARA WWTPsTSS Daily Avg / mg/l
FRA
Martinez III
FRA - no discharge
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NH3-N NH3-N NH3-N
Permit Permit Permit
Limit Limit Limit
3 mg/l 2 mg/l 3 mg/l
Avg Avg Avg
Upper
Martinez II Salatrillo Martinez
NH3N/ mg/l NH3N/ mg/l NH3N/ mg/l
Month/Year Daily Avg Daily Avg Daily Avg
Oct-14 0.311 0.153 0.060
Sep-14 0.178 0.203 0.104
Aug-14 0.419 0.242 0.068
Jul-14 0.420 0.227 0.091
Jun-14 0.612 0.349 0.298
May-14 0.346 1.098 0.352
Apr-14 0.322 0.691 0.298
Mar-14 0.123 0.489 0.168
Feb-14 0.112 0.859 0.278
Jan-14 0.364 0.855 0.096
Dec-13 0.337 0.918 0.200
Nov-13 0.332 0.396 0.116
NH3-N NH3-N
Permit Permit
Limit Limit
3 mg/l N/A
Avg Avg
FRA Martinez III
NH3N/ mg/l NH3N/ mg/l
Month/Year Daily Avg Daily Avg
Oct-14 0.062 0.000
Sep-14 11.510 0.000
Aug-14 2.620 0.000
Jul-14 1.560 0.000
Jun-14 1.073 0.000
May-14 0.000 0.000
Apr-14 0.000 0.000
Mar-14 0.000 0.000
Feb-14 0.000 0.000
Jan-14 0.000 0.000
Dec-13 0.000 0.000
Nov-13 0.000 0.000
0.3
32
0.3
37
0.3
64
0.1
12
0.1
23
0.3
22
0.3
46
0.6
12
0.4
20
0.4
19
0.1
78 0.3
11
0.3
96
0.9
18
0.8
55
0.8
59
0.4
89
0.6
91
1.0
98
0.3
49
0.2
27
0.2
42
0.2
03
0.1
53
0.1
16
0.2
00
0.0
96
0.2
78
0.1
68 0.2
98
0.3
52
0.2
98
0.0
91
0.0
68
0.1
04
0.0
60
0.000
0.500
1.000
1.500
2.000
2.500
3.000
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
mg/
l
Month/Year
SARA WWTPsAmmonia Nitrogen Daily Avg / mg/l
Martinez II
Salatrillo
Upper Martinez
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
1.0
73
1.5
60
2.6
20
11
.51
0
0.0
62
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
0.0
00
0.000
0.500
1.000
1.500
2.000
2.500
3.000
3.500
4.000
4.500
5.000
5.500
6.000
6.500
7.000
7.500
8.000
8.500
9.000
9.500
10.000
10.500
11.000
11.500
12.000
12.500
13.000
13.500
14.000
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
mg/
l
Month/Year
SARA WWTPsAmmonia Nitrogen Daily Avg / mg/l
FRA
Martinez III
FRA - no discharge
Martinez III is not required by permit to monitor ammonia nitrogen
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E.Coli E.Coli E.Coli
Permit Permit Permit
Limit Limit Limit
126 MPN 126 MPN 126 MPN
Avg Avg Avg
Upper
Martinez II Salatrillo Martinez
E.Coli/MPN E.Coli/MPN E.Coli/MPN
Month/Year Daily Avg Daily Avg Daily Avg
Oct-14 1 4 1
Sep-14 1 4 1
Aug-14 1 7 1
Jul-14 1 10 1
Jun-14 1 5 1
May-14 1 3 1
Apr-14 1 5 1
Mar-14 1 4 1
Feb-14 1 4 1
Jan-14 1 4 1
Dec-13 1 4 1
Nov-13 1 4 2
E.Coli E.Coli
Permit Permit
Limit Limit
126 MPN 126 MPN
Avg Avg
FRA Martinez III
E.Coli/MPN E.Coli/MPN
Month/Year Daily Avg Daily Avg
Oct-14 1 1
Sep-14 3 25
Aug-14 1 1
Jul-14 1 36
Jun-14 1 1
May-14 0 1
Apr-14 0 1
Mar-14 0 1
Feb-14 0 1
Jan-14 0 60
Dec-13 0 1
Nov-13 0 1
1 1 1 1 1 1 1 1 1 1 1 1
4 4 4 4 4
5
3
5
10
7
4 4
2
1 1 1 1 1 1 1 1 1 1 1
0
0.5
1
1.5
2
2.5
3
3.5
4
4.5
5
5.5
6
6.5
7
7.5
8
8.5
9
9.5
10
10.5
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
MP
N
Month/Year
SARA WWTPsE.Coli Daily Avg / Most Probable Number
Martinez II
Salatrillo
Upper Martinez
0 0 0 0 0 0 0 1 1 1 3 11 1
60
1 1 1 1 1
36
1
25
1
0
25
50
75
100
125
150
175
200
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
MP
N
Month/Year
SARA WWTPsE.Coli Daily Avg / Most Probable Number
FRA
Martinez III
FRA - no
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E.Coli E.Coli E.Coli
Permit Permit Permit
Limit Limit Limit
394 MPN 394 MPN 394 MPN
Daily Max Daily Max Daily Max
Upper
Martinez II Salatrillo Martinez
E.Coli/MPN E.Coli/MPN E.Coli/MPN
Month/Year Daily Max Daily Max Daily Max
Oct-14 220 29 3
Sep-14 7 11 2
Aug-14 3 91 8
Jul-14 9 100 6
Jun-14 8 20 6
May-14 4 29 10
Apr-14 8 35 6
Mar-14 1 32 1
Feb-14 2 32 4
Jan-14 84 58 12
Dec-13 2 82 4
Nov-13 4 24 42
E.Coli E.Coli
Permit Permit
Limit Limit
394 MPN 394 MPN
Daily Max Daily Max
FRA Martinez III
E.Coli/MPN E.Coli/MPN
Month/Year Daily Max Daily Max
Oct-14 1 1
Sep-14 120 25
Aug-14 1 1
Jul-14 3 36
Jun-14 1 1
May-14 0 1
Apr-14 0 1
Mar-14 0 1
Feb-14 0 1
Jan-14 0 60
Dec-13 0 1
Nov-13 0 1
4 2
84
2 1
8 4 8 9
3 7
22
0
24
82
58
32
32 35
29
20
10
0
91
11
29
42
4
12
4 1 6 10
6 6 8
2 3
0
50
100
150
200
250
300
350
400
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
MP
N
Month/Year
SARA WWTPsE.Coli Daily Max / Most Probable Number
Martinez II
Salatrillo
Upper Martinez
0 0 0 0 0 0 0 1 3 1
12
0
11 1
60
1 1 1 1 1
36
1
25
1
0
50
100
150
200
250
300
350
400
Nov-13 Dec-13 Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14
MP
N
Month/Year
SARA WWTPsE.Coli Daily Max / Most Probable Number
FRA
Martinez III
FRA - no
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6.32 6.315.95 5.89 6.04
5.35 5.27 5.095.41
4.654.16
4.59
0.00
2.00
4.00
6.00
8.00
10.00
12.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
20.3521.72 22.59
17.61 17.65
20.98
32.81
27.81
23.40 24.10
19.38
28.58
0
10
20
30
40
50
60
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
Annual AveragePermit Limit: 46.0012/13 to 11/14: 23.06
78.95 78.89 77.8982.94
78.1382.74
75.09 75.09 76.9379.87 79.04
87.86
0
25
50
75
100
125
150
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
Dos Rios WRCOutfall 001 (Medina River)
Medio Creek WRC
Annual AveragePermit Limit: 125.0012/13 to 11/14: 79.46
Annual AveragePermit Limit: 16.0012/13 to 11/14: 5.42
3.95
5.16
6.336.05 6.04
5.25
4.23
5.84 5.88
5.00
3.76 3.66
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Dos Rios WRCOutfall 002 (Brackenridge Park)
Annual AveragePermit Limit: 10.0012/13 to 11/14: 5.15
SAWS Water Recycling Centers Monthly Average Effluent Flow (mgd)
December 2013 – November 2014
Leon Creek WRC
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0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Dos Rios WRCOutfall 003 (River Tunnel Inlet)
0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00 0.00
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Dos Rios WRCOutfall 004 (James Park)
Annual AveragePermit Limit: 3.0012/13 to 11/14: 0.00
Annual AveragePermit Limit: 10.0012/13 to 11/14: 0.00
0.41 0.48 0.44 0.48 0.53 0.62 0.721.14 1.01
0.70 0.750.48
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Dos Rios WRCOutfall 005 (Convention Center)
Annual AveragePermit Limit: 2.6012/13 to 11/14: 0.65
Dos Rios WRCOutfall 006 (SA River)
Annual AveragePermit Limit: 46.0012/13 to 11/14: 0.00
SAWS Water Recycling Centers Monthly Average Effluent Flow (mgd)
December 2013 – November 2014
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2.03 2.07 2.00 2.00 2.00 2.032.34
2.00 2.00 2.00 2.00 2.00
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
2.00 2.03 2.00 2.06 2.20 2.03 2.07 2.00
2.462.08 2.00 2.00
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
2.00 2.08 2.00 2.00 2.00 2.002.37
2.00 2.00 2.00 2.00 2.00
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
2.00 2.00 2.00 2.00 2.17 2.00 2.00 2.00 2.17 2.00 2.03 2.03
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 7 mg/l
Permit Limit = 5 mg/l
Permit Limit = 10 mg/l
Permit Limit = 10 mg/l
SAWS Water Recycling Centers Monthly Average Effluent CBOD (mg/l)
December 2013 – November 2014
Dos Rios WRCOutfall 001 (Medina River)
Medio Creek WRC
Dos Rios WRCOutfall 002 (Brackenridge Park)
Leon Creek WRC
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0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 10 mg/l Permit Limit = 10 mg/l
No Discharge
2.00 2.07 2.00 2.00 2.00 2.002.37
2.00 2.00 2.00 2.00 2.00
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 10 mg/l
0.00
2.00
4.00
6.00
8.00
10.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 10 mg/l
No Discharge
SAWS Water Recycling Centers Monthly Average Effluent CBOD (mg/l)
December 2013 – November 2014
Dos Rios WRCOutfall 003 (River Tunnel Inlet)
Dos Rios WRCOutfall 004 (James Park)
Dos Rios WRCOutfall 005 (Convention Center)
Dos Rios WRCOutfall 006 (SA River)
No Discharge
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1.15 1.21 1.15 1.33 1.471.14 1.04 1.04
1.32 1.07 1.05 1.04
0.00
5.00
10.00
15.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
1.04 1.04 1.07 1.22 1.431.15 1.13 1.21 1.09 1.19 1.14 1.10
0.00
5.00
10.00
15.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 15 mg/l
1.60 1.65 1.392.06
1.47 1.31
3.61
1.11 1.06 1.26 1.48 1.24
0.00
5.00
10.00
15.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 12 mg/l
Permit Limit = 15 mg/l
1.431.72
1.392.06
1.47 1.26
3.78
1.10 1.07 1.23 1.48 1.25
0.00
5.00
10.00
15.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 15 mg/l
SAWS Water Recycling Centers Monthly Average Effluent TSS (mg/l)
December 2013 – November 2014
Dos Rios WRCOutfall 001 (Medina River)
Medio Creek WRC
Dos Rios WRCOutfall 002 (Brackenridge Park)
Leon Creek WRC
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0.00
5.00
10.00
15.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
0.00
5.00
10.00
15.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 15 mg/l
0.00
5.00
10.00
15.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 15 mg/l
No Discharge
1.43 1.64 1.392.06
1.47 1.32
3.78
1.11 1.06 1.23 1.48 1.25
0.00
5.00
10.00
15.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14
Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 15 mg/l Permit Limit = 15 mg/l
No Discharge
SAWS Water Recycling Centers Monthly Average Effluent TSS (mg/l)
December 2013 – November 2014
Dos Rios WRCOutfall 003 (River Tunnel Inlet)
Dos Rios WRCOutfall 004 (James Park)
Dos Rios WRCOutfall 005 (Convention Center)
Dos Rios WRCOutfall 006 (SA River)
No Discharge
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0.63 0.680.54
0.76 0.72 0.69 0.78 0.700.86
0.73
0.36
0.64
0.00
1.00
2.00
3.00
4.00
5.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
0.28 0.28 0.25 0.29 0.25 0.25 0.32 0.290.41
0.30 0.33 0.36
0.00
1.00
2.00
3.00
4.00
5.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 2 mg/l
2.312.15
0.600.50
0.25
0.590.48
0.26 0.250.42
0.32 0.36
0.00
1.00
2.00
3.00
4.00
5.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 2 mg/l
Permit Limit = 2 mg/L
1.12
2.45
0.600.50
0.25
0.48 0.480.26 0.25 0.31 0.32 0.36
0.00
1.00
2.00
3.00
4.00
5.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 2 mg/l
SAWS Water Recycling Centers Monthly Average Effluent NH3-N (mg/l)
December 2013 – November 2014
Dos Rios WRCOutfall 001 (Medina River)
Medio Creek WRC
Dos Rios WRCOutfall 002 (Brackenridge Park)
Leon Creek WRC
![Page 244: AGENDA REGULAR MEETING OF THE BOARD OF · PDF fileagenda regular meeting of the board of directors ... execution of all instruments and procedures related ... eminent domain to condemn](https://reader031.fdocuments.in/reader031/viewer/2022030414/5aa000237f8b9a8e178d7344/html5/thumbnails/244.jpg)
0.00
1.00
2.00
3.00
4.00
5.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
0.00
1.00
2.00
3.00
4.00
5.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
Permit Limit = 2 mg/l
0.00
1.00
2.00
3.00
4.00
5.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
No Discharge
1.12
2.09
0.600.50
0.250.47 0.48
0.26 0.25 0.31 0.32 0.36
0.00
1.00
2.00
3.00
4.00
5.00
Dec-13
Jan-14
Feb-14
Mar-14
Apr-14
May-14
Jun-14
Jul-14 Aug-14
Sep-14
Oct-14
Nov-14
No Discharge
Permit Limit = 2 mg/l
Permit Limit = 2 mg/lPermit Limit = 2 mg/l
SAWS Water Recycling Centers Monthly Average Effluent NH3-N (mg/l)
December 2013 – November 2014
Dos Rios WRCOutfall 003 (River Tunnel Inlet)
Dos Rios WRCOutfall 004 (James Park)
Dos Rios WRCOutfall 005 (Convention Center)
Dos Rios WRCOutfall 006 (SA River)
No Discharge